Genaera Corp Watch

from 8-K ~1 page April 15, 2009 Michael Gast C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Dear Mike: As Has Been Discussed, I Regret That It Has Become Necessary to Terminate Your Employment With Genaera Corporation (“Genaera”), Effective April 15, 2009 (The “Separation Date”). the Purpose of This Letter Agreement Is to Confirm the Terms of Your Separation

from 8-K ~5 pages Consulting Agreement

from 8-K ~1 page [Genaera Logo]

from 8-K 1 page Consulting Agreement This Consulting Agreement ("Agreement") Is Made as of This 1st Day of April, 2009 by and Between Henry Wolfe ("Consultant") and Genaera Corporation ("Genaera"), Located at 5110 Campus Drive, Plymouth Meeting, Pa 19462

from 8-K 2 pages Schedule A

from 8-K 2 pages Schedule A

from 8-K 2 pages Schedule A

from 8-K 2 pages Schedule A

from 8-K 1 page August 11, 2008 Henry R. Wolfe, PH.D. C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Re: Amendment to Agreement in the Event of a Change of Control of Genaera Corporation Dear Hank: The Change of Control Agreement Dated March 3, 2008, as Amended by Letter Agreement Dated May 8, 2008, Is Hereby Amended to Add Paragraph 5(a)(i) to Read as Follows

from 8-K 1 page August 11, 2008 Leanne M. Kelly C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Re: Amendment to Agreement in the Event of a Change of Control of Genaera Corporation Dear Leanne: The Change of Control Agreement Dated May 18, 2007, as Amended by Letter Agreement Dated May 8, 2008, Is Hereby Amended to Add Paragraph 5(a)(i) to Read as Follows

from 8-K 1 page August 11, 2008 Michael J. Gast, M.D., PH.D. C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Re: Amendment to Agreement in the Event of a Change of Control of Genaera Corporation Dear Mike: The Change of Control Agreement Dated March 9, 2006, as Amended by Letter Agreement Dated May 8, 2008, Is Hereby Amended to Add Paragraph 5(a)(i) to Read as Follows

from 8-K 1 page August 11, 2008 John L. Armstrong, Jr. C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Re: Amendment to Agreement in the Event of a Change of Control of Genaera Corporation Dear Jack: The Change of Control Agreement Dated August 27, 2004 Is Hereby Amended to Add Section 8 (III) to Read as Follows

from 8-K 1 page August 11, 2008 Henry R. Wolfe, PH.D. C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Dear Hank: As Discussed With You, Genaera Proposes to Amend Your Letter of Employment Dated March 23, 2005, as Amended by Letter Agreement Dated May 8, 2008. the Following Paragraph Is Hereby Added as the New Last Paragraph

from 8-K 1 page August 11, 2008 Leanne M. Kelly C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Dear Leanne: As Discussed With You, Genaera Proposes to Amend Your Letter of Employment Dated November 22, 2002, as Amended by Letter Agreement Dated May 8, 2008. the Following Paragraph Is Hereby Added as the New Last Paragraph

from 8-K 1 page August 11, 2008 Michael J. Gast, M.D., PH.D. C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Dear Michael: As Discussed With You, Genaera Proposes to Amend Your Letter of Employment Dated March 9, 2006, as Amended by Letter Agreement Dated May 8, 2008. the Following Paragraph Is Hereby Added as the New Last Paragraph

from 10-Q 1 page May 27, 2008 Henry R. Wolfe, PH.D. C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Dear Hank: In Conjunction With Genaera’s Decision to Implement Initiatives Designed to Conserve Cash Into Mid-2009, We Have Discussed and You Have Agreed, Intending to Be Legally Bound, to the Following: • a Voluntary 10% Reduction in Base Compensation. as Such, Effective June 1, 2008, Your Base Salary Will Be $18,750.00 Per Month ($225,000/Year); and • a Voluntary Forfeiture of Cash Incentives, Including Salary Increases and Discretionary Bonus Awards, for 2008. Please Indicate Your Agreement With These Changes by Signing in the Space Provided Below. Sincerely, /S/ John L. Armstrong, Jr. John L. Armstrong, Jr. President and Chief Executive Officer Jla/Jlb Accepted: /S/ Henry R. Wolfe Date: May 29, 2008

from 10-Q 1 page May 27, 2008 Leanne M. Kelly C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Dear Leanne: In Conjunction With Genaera’s Decision to Implement Initiatives Designed to Conserve Cash Into Mid-2009, We Have Discussed and You Have Agreed, Intending to Be Legally Bound, to the Following: • a Voluntary 10% Reduction in Base Compensation. as Such, Effective June 1, 2008, Your Base Salary Will Be $16,500.00 Per Month ($198,000/Year); and • a Voluntary Forfeiture of Cash Incentives, Including Salary Increases and Discretionary Bonus Awards, for 2008. Please Indicate Your Agreement With These Changes by Signing in the Space Provided Below. Sincerely, /S/ John L. Armstrong, Jr. John L. Armstrong, Jr. President and Chief Executive Officer Jla/Jlb Accepted: /S/ Leanne M. Kelly Date: May 28, 2008

from 10-Q 1 page May 27, 2008 Michael J. Gast, M.D., PH.D. C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Dear Michael: In Conjunction With Genaera’s Decision to Implement Initiatives Designed to Conserve Cash Into Mid-2009, We Have Discussed and You Have Agreed, Intending to Be Legally Bound, to the Following: • a Voluntary 10% Reduction in Base Compensation. as Such, Effective June 1, 2008, Your Base Salary Will Be $25,000.00 Per Month ($300,000/Year); and • a Voluntary Forfeiture of Cash Incentives, Including Salary Increases and Discretionary Bonus Awards, for 2008. Please Indicate Your Agreement With These Changes by Signing in the Space Provided Below. Sincerely, /S/ John L. Armstrong, Jr. John L. Armstrong, Jr. President and Chief Executive Officer Jla/Jlb Accepted: /S/ Michael J. Gast Date: May 28, 2008

from 10-Q 1 page May 27, 2008 John L. Armstrong, Jr. C/O Genaera Corporation 5110 Campus Drive Plymouth Meeting, Pa 19462 Dear Jack: In Conjunction With Genaera’s Decision to Implement Initiatives Designed to Conserve Cash Into Mid-2009, We Have Discussed and You Have Agreed, Intending to Be Legally Bound, to the Following: • a Voluntary 10% Reduction in Base Compensation. as Such, Effective June 1, 2008, Your Base Salary Will Be $34,500.00 Per Month ($414,000/Year); and • a Voluntary Forfeiture of Cash Incentives, Including Salary Increases and Discretionary Bonus Awards, for 2008. Please Indicate Your Agreement With These Changes by Signing in the Space Provided Below. Sincerely, /S/ R. Frank Ecock R. Frank Ecock Compensation Committee Chair Rfe/Jlb Accepted: /S/ John L. Armstrong, Jr. Date: May 28, 2008

from 8-K ~10 pages Genaera Corporation Amended 2004 Stock-Based Incentive Compensation Plan as Amended May 11, 2006, October 3, 2006 and May 29, 2008