UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): 04/1528/2009

Genaera Corporation

(Exact name of registrant as specified in its charter)

Commission File Number: 0-19651

DE		13-3445668
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

5110 Campus Drive, Plymouth Meeting, PA 19462

(Address of principal executive offices, including zip code)

610.941.4020

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 18.01. ~~Entry~~Other ~~into a Material Definitive Agreement~~Events

On April 2728, 2009, Genaera Corporation, (the "Company"') ~~and~~issued ~~Michael~~a J.press ~~Gast,~~release ~~M.D.,~~announcing ~~Ph.D.,~~that its Board of Directors has determined to liquidate the Company's ~~former~~assets ~~Executive Vice President~~ and ~~Chief~~to ~~Medical~~dissolve ~~Officer,~~the ~~entered~~Company. ~~into~~The aCompany's ~~consulting~~Board ~~agreement~~of ~~pursuant~~Directors tohas ~~which~~approved ~~Dr.~~a ~~Gast~~Plan ~~will~~of ~~act~~Complete asLiquidation aand ~~consultant~~Dissolution toof the Company ~~commencing~~(the on"Plan ~~April~~of 28Dissolution"), ~~2009~~subject ~~and~~to ~~continuing~~stockholder ~~until~~approval. ~~June~~The ~~30,~~Company ~~2009.~~intends ~~Pursuant~~to hold a special meeting of stockholders to ~~the~~seek ~~agreement,~~approval of the ~~Company~~Plan isof ~~under~~Dissolution noand ~~obligation~~has tofiled ~~use~~preliminary ~~Dr.~~proxy ~~Gast's~~materials ~~services~~with ~~nor~~the isSecurities ~~Dr.~~and ~~Gast~~Exchange ~~obligated~~Commission toand ~~provide~~will ~~any~~file ~~services~~definitive toproxy materials in the ~~Company.~~near future. A copy of the ~~consulting~~Company's ~~agreement~~press release is attached hereto as Exhibit 1099.1 and is incorporated herein by reference.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On April 15, 2009, the Company and Dr. Michael J. Gast entered into a separation agreement. Pursuant to the agreement, Dr. Gast is entitled to a lump sum severance payment of $332,000. The Company will also pay COBRA premiums on behalf of Dr. Gast for the twelve month period following his termination. Additionally, all of Dr. Gast's unvested options immediately vested upon termination and such vested options shall remain exercisable for the twelve month period following his termination. A copy of Dr. Gast's separation agreement is attached hereto as Exhibit 10.2 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

d) Exhibits

Exhibit Number Description

1099.1 ~~Consulting~~ Press ~~agreement~~release ~~between~~of the Company ~~and Dr. Gast~~ dated April 2728, 2009 - "Genaera Corporation Announces Approval of Plan of Liquidation and Dissolution by Board of Directors."

10.2 Separation agreement between the Company and Dr. Gast dated April 27, 2009.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Genaera Corporation
Date: April 28, 2009	By:	/s/ Leanne M. Kelly
Date: April 29, 2009	By:	/s/ Leanne M. Kelly
		Leanne M. Kelly
		Senior Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.		Description
EX-10.1		Consulting Agreement between the Company and Michael J. Gast, M.D., Ph.D.
EX-99.1		Press release of the Company dated April 28, 2009 - "Genaera Corporation Announces Approval of Plan of Liquidation and Dissolution."
EX-10.2		Separation Agreement between the Company and Michael J. Gast, M.D., Ph.D.

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