GENTA INCORPORATED /DE/
8-K, 1999-04-21
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
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                       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): April 21, 1999

                                   ----------


                               GENTA INCORPORATED
             (Exact name of registrant as specified in its charter)

                         Commission file number 0-19635


              Delaware                                      33-0326866
  (State or other jurisdiction of                (I.R.S. Employer Identification
   incorporation or organization)                            Number)



           99 Hayden Avenue, Suite 200, Lexington, Massachusetts 02421
                    (Address of principal executive offices)
                                   (Zip Code)


                                 (781) 860-5150
              (Registrant's telephone number, including area code)



                 3550 General Atomics Court, San Diego, CA 92121
                                (Former address)


<PAGE>

                               GENTA INCORPORATED
                                    FORM 8-K
                                 CURRENT REPORT

                                TABLE OF CONTENTS

                                                                       Page

Item 5. Other Event.......................................................3

Item 7. Exhibit...........................................................3

Signature.................................................................4


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<PAGE>

Item 5. OTHER EVENT

        On April 21, 1999 the Company issued the press release  attached  hereto
as Exhibit 99.1.

Item 7.  EXHIBIT

        99.1 Press Release dated April 21, 1999.


                                      - 3 -


<PAGE>

                                    SIGNATURE

        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.


Date:   April 21, 1999

                                      GENTA INCORPORATED


                                      /s/  Kenneth G. Kasses, Ph.D.
                                      -----------------------------
                                      Kenneth G. Kasses, Ph.D.
                                      President, Principal Executive Officer and
                                      Director


                                      - 4 -



                                  Exhibit 99.1
                                  Press Release




AT THE COMPANY               AT THE FINANCIAL RELATIONS BOARD
Howard Fingert, M.D.         For General Info: Susan Jayson      (212) 661-8030
Vice President               For Analyst Info: Brian Gill        (212) 661-8030
(781) 860-5150               For Media Info:   Deanne Eagle      (212) 661-8030

FOR IMMEDIATE RELEASE:
April 21, 1999

                GENTA ENTERS COOPERATIVE RESEARCH AND DEVELOPMENT
                    AGREEMENT WITH NATIONAL CANCER INSTITUTE

                Collaboration Will Study G3139 in Various Cancers

LEXINGTON,  MA, April 21, 1999 -- Genta  Incorporated  (Nasdaq:  GNTA) announced
that they have entered into a  Cooperative  Research and  Development  Agreement
(CRADA) with the National Cancer  Institute for the development of Genta's G3139
compound as an anticancer agent.

Under the CRADA,  the NCI and Genta will  collaborate in the conduct of clinical
trials of G3139,  which has shown promising  activity in preclinical  models and
early clinical trials. The goal of the Genta and NCI collaboration is to provide
the best  treatment  options to patients with specific  cancer  indications  and
ultimately  to obtain  approval  of G3139 as a  commercial  anticancer  agent if
warranted by the clinical results.  The  collaboration  will focus on colorectal
cancer, small cell lung cancer, and relapsed or resistant leukemia.

As an antisense  compound,  G3139 is designed to act toward a specific  gene and
prevent it from triggering the production of  disease-related  protein.  G3139's
target, the bcl-2 gene,  interferes in the normal mortality of cells (apoptosis)
and has been implicated in prostate cancer,  non-Hodgkin's  lymphoma,  melanoma,
breast, colon, lung, and other cancers. At the recently concluded Annual Meeting
of the American  Association for Cancer  Research,  scientists from  independent
academic  centers  presented  studies that  demonstrated the enhanced effects of
G3139 and  chemotherapeutic  agents in a human breast cancer  xenograft model; a
human lymphoma xenograft model; and using the mouse analogue of G3139 in a model
of prostate cancer.

"Genta is very excited to be working with the National  Cancer  Institute in our
efforts to develop G3139," said Kenneth G. Kasses,  Ph.D.,  President and CEO of
Genta.  Genta  currently has several phase I and II clinical  trials underway in
the United States,  Canada, and Europe.  "Genta will continue to support studies
of other tumor types with investigators  outside the collaboration with the NCI,
so this agreement  will  complement our own program to define the biological and
clinical impact of G3139 in cancer therapy."

Genta Incorporated (Nasdaq: GNTA) is a biopharmaceutical  company whose strategy
consists of building a product and  technology  portfolio  concentrating  on its
Anticode(TM)  (antisense)  products  intended  to treat  cancer  at its  genetic
source.


<PAGE>


The  statements  contained  in this press  release that are not  historical  are
forward-looking  statements  within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended, including statements regarding the expectations, beliefs, intentions
or strategies  regarding the future.  Without limiting the foregoing,  the words
"anticipates,"  "believes,"  "expects," "intends," "may" and "plans" and similar
expressions are intended to identify  forward- looking  statements.  The Company
intends  that all  forward-looking  statements  be  subject  to the safe  harbor
provisions  of the  Private  Securities  Litigation  Reform  Act of 1995.  These
forward-looking  statements  reflect the Company's views as of the date they are
made  with  respect  to  future  events,  but  are  subject  to many  risks  and
uncertainties,  which  could  cause the actual  results of the Company to differ
materially from any future results expressed or implied by such  forward-looking
statements. For example, the results obtained in pre-clinical studies may not be
indicative  of results that will be obtained in clinical  trials;  Genta has not
successfully  completed  human  clinical  trials of a product based on antisense
technology;  and  delays in the  completion  of  clinical  trials as a result of
delays in patient enrollment or other factors may occur.  Examples of such risks
and  uncertainties  also  include,  but are not  limited  to: the  obtaining  of
sufficient  financing to maintain the Company's planned  operations;  the timely
development,  receipt of necessary  regulatory  approvals and  acceptance of new
products;  the successful application of the Company's technology to produce new
products;  the obtaining of proprietary  protection for any such  technology and
products;  the impact of  competitive  products  and pricing  and  reimbursement
policies; and the changing of market conditions.  The Company does not undertake
to update forward-looking statements.


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