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): March 21, 2008

GENTA INCORPORATED


(Exact Name of Registrant as Specified in Its Charter)


Delaware

(State or Other Jurisdiction of Incorporation)


  
     
     
     
  
  
    0-19635

      (Commission File Number) 
     
    33-0326866

      (IRS Employer Identification No.)
  
  
     
     
     
  
  
    200 Connell Drive

Berkeley Heights, NJ

    (Address of Principal Executive Offices) 
     
    07922

    (Zip Code)
  



(908) 286-9800

  (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:





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



     


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



     


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



     


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



 
 
 
 








Item 8.01 Other Events. 
On March 21, 2008, Genta Incorporated, (the Company), announced that in its 2007 financial statements included in the Company’s Annual Report on Form 10-K, the auditor’s opinion contained a “going concern” qualification. NASDAQ’s marketplace rules require NASDAQ-listed companies to publicly announce the receipt of an audit opinion containing a “going concern” qualification.
Item 9.01 Financial Statements and Exhibits.


 
        
                        
(d) Exhibits.
  

 


 
        
                        
Exhibit
 Number
 
        
                        
 
 
        
                        
Description
  
 
        
                        
99.1
            
 
 
        
                        
 
 
        
                        
Press Release of the Company dated March 21, 2008
            
 
  

 
 









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.
  


 
        
                        
 
 
        
                        
 
 
        
                        
GENTA INCORPORATED
  
 
        
                        
 
 
        
                        
 
 
        
                        
 
  
 
        
                        
Date: March 21, 2008
 
        
                        
 
 
        
                        
By: 
 
        
                        
/s/ GARY SIEGEL
  
 
        
                        
 
 
        
                        
 
 
        
                        
Name: 
 
        
                        
Gary Siegel
  
 
        
                        
 
 
        
                        
 
 
        
                        
Title:
 
        
                        
Vice President Finance
  

 
 




EXHIBIT INDEX
 


 
        
                        
Exhibit

Number
 
        
                        
 
 
        
                        
Description
 
        
                        
 
 
        
                        
Sequentially 
 Numbered Page
  
 
        
                        
99.1
 
        
                        
 
 
        
                        
Press Release of the Company dated March 21, 2008