Item 1.01. Entry into a Material Definitive Agreement.

On January 29, 2009, Genta Incorporated (the "Company"), entered into an Amendment of its Lease Agreement (the "Amendment") with The Connell Company, ("Connell"), a corporation based in New Jersey, whereby a future payment from the Company of $2.0 million upon the earlier of July 1, 2009 or the Company's receipt of at least $5.0 million from a business development deal has been deferred until January 1, 2011. The Company will pay 6.0% interest in arrears to Connell from July 1, 2009 through the new payment date. The first interest payment in the amount of $29,678.91 will be payable as of October 1, 2009 The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, which will be filed as an exhibit on the Company's Form 10-K.

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