Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
WARRELL RAYMOND P JR
   2. Issuer Name and Ticker or Trading Symbol
GENTA INC DE/ [GNTA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman & Chief Exec Officer
(Last)
(First)
(Middle)
C/O GENTA INCORPORATED, 200 CONNELL DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
02/17/2011
(Street)

BERKELEY HEIGHTS, NJ 07922		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/17/2011   S   820,000 D $ 0.0067 1,082,803,801 (1) D  
Common Stock 02/18/2011   S   15,600 D $ 0.2523 21,640,472 (2) D  
Common Stock 02/22/2011   X   580,000 A $ 0.16 21,094,588 D  
Common Stock 02/22/2011   S   150,000 D $ 0.2532 20,944,588 D  
Common Stock               152,695 (3) I By spouse

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
March 2010 Warrant $ 0.16 02/22/2011   X     1,125,884 03/09/2010 03/09/2013 Common Stock 580,000 $ 0 9,738,707 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WARRELL RAYMOND P JR
C/O GENTA INCORPORATED
200 CONNELL DRIVE
BERKELEY HEIGHTS, NJ 07922		   X     Chairman & Chief Exec Officer  

Signatures

 /s/ Raymond P. Warrell, Jr.   02/22/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 780,000 shares of common stock held in joint account with Dr. Warrell's spouse, Dr. Itri, 5,981,681 shares of common stock potentially issuable upon the vesting of currently outstanding restricted stock units, 529,519,984 shares of common stock issuable upon the conversion of Senior Convertible Promissory Notes due September 4, 2011, as amended (the Notes), 3,032,500 shares of common stock issuable upon the conversion of Notes held by Dr. Warrell's IRA, 486,935,389 shares of common stock issuable upon the exercise of March 2010 Warrants, 56,250,980 shares of common stock issuable upon the exercise of December 2010 Warrants and 303,267 shares of common stock issuable upon the exercise of December 2010 Warrants held by Dr. Warrell's IRA.
(2) Adjusted for a 1:50 reverse stock split implemented February 18, 2011. Includes 119,632 shares of common stock potentially issuable upon the vesting of currently outstanding restricted stock units,10,590,399 shares of common stock issuable upon the conversion of Notes, 60,650 shares of common stock issuable upon the conversion of Notes held by Dr. Warrell's IRA, 9,738,707 shares of common stock issuable upon the exercise of March 2010 Warrants, 1,125,019 shares of common stock issuable upon the exercise of December 2010 Warrants and 6,065 shares of common stock issuable upon the exercise of December 2010 Warrants held by Dr. Warrell's IRA.
(3) Includes 52,622 shares of common stock potentially issuable upon the vesting of currently outstanding restricted stock units held by Dr. Itri, 90,975 shares of common stock issuable upon the conversion of Notes held by Dr. Itri and 9,098 shares of common stock issuable upon the exercise of December 2010 Warrants.
 
Remarks:
These transactions were conducted under a 10b5-1 Plan, as defined under the Securities Exchange Act of 1934, as amended.

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