8-K

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) October 2, 2008

Genelabs Technologies, Inc.

(Exact name of registrant as specified in its charter)

California	0-19222	94-3010150
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

505 Penobscot Drive, Redwood City, California	94063
(Address of principal executive offices) (	Zip Code)

Registrant’s telephone number, including area code (650) 369-9500  

(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 (see General Instruction A.2. below):

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)     Kenneth E. Schwartz, M.D. announced his resignation as Vice President, Medical Affairs of Genelabs Technologies, Inc. (“Registrant”), effective October 2, 2008. The Registrant and Dr. Schwartz intend to enter into a consulting agreement, the details of which will subsequently be made available under an amendment to this Form 8-K. The Registrant does not otherwise intend to seek a replacement for this position at this time.

     A copy of the letter agreement providing continued health care benefits to Dr. Schwartz by the Registrant is filed with this Current Report on Form 8-K as Exhibit 99.01 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit
Number		Description
	99.01	Letter Agreement Between the Registrant and Kenneth E. Schwartz, M.D., dated October 2, 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.

	Genelabs Technologies, Inc.
Date: October 7, 2008	By:	/s/ Frederick W. Driscoll
		Name:	Frederick W. Driscoll
		Title:	President and Chief Executive Officer

EXHIBIT INDEX

Exhibit
Number		Description
	99.01	Letter Agreement Between the Registrant and Kenneth E. Schwartz, M.D., dated October 2, 2008

EX-99.01

EXHIBIT 99.01

October 2, 2008

Kenneth E. Schwartz, M.D.
[ADDRESS]

Re: Continuation of Health Benefits under COBRA

Dear Ken:

As you are aware, Genelabs will continue your group coverage for health insurance through October 31, 2008. You have the right to continue your group health insurance coverage for up to eighteen months following the termination of your employment pursuant to COBRA.

Per our agreement, providing you do elect to continue your health benefits under COBRA, Genelabs will pay the full cost of those benefits from November 1, 2008 through December 31, 2008. Effective January 1, 2009, you will be fully responsible for the monthly cost of any benefits you choose to continue under COBRA.

Should you have any questions, please feel free to contact me.

Sincerely,
 

/s/ Harriet Bell  

Harriet Bell, SPHR
HR Consultant