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): March 10, 2011

OXiGENE, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other
jurisdiction of
incorporation) 0-21990
(Commission File
Number) 13-3679168
(I.R.S. Employer
Identification No.)

701 Gateway Boulevard, Suite 210, South San Francisco, CA 94080
(Address of principal executive offices)

Registrant’s telephone number, including area code: (650) 635-7000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:

o Written communication 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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On March 10, 2011, The NASDAQ Stock Market notified the Company that it regained compliance with the minimum $1.00 per share closing bid price requirement for continued listing.

Item 8.01. Other Events.

On March 15, 2011, we issued a press release announcing that we have regained compliance with the minimum $1.00 per share closing bid price requirement for continued listing on The NASDAQ Capital Market, as described in Item 3.01 of this Current Report. A copy of the press release is filed herewith as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
	99.1	Press release, dated March 15, 2011, entitled “OXiGENE REGAINS NASDAQ CLOSING BID PRICE COMPLIANCE”

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	OXiGENE, Inc.
Date: March 15, 2011	/s/ James B. Murphy
	By: James B. Murphy
	Its: Chief Financial Officer

EXHIBIT INDEX

Exhibit Number		Description
	99.1	Press release, dated March 15, 2011, entitled “OXiGENE REGAINS NASDAQ CLOSING BID PRICE COMPLIANCE”

EX-99.1

Exhibit 99.1

OXiGENE REGAINS NASDAQ CLOSING BID PRICE COMPLIANCE

SOUTH SAN FRANCISCO, Calif., March 15, 2011— OXiGENE, Inc. (NASDAQ: OXGND), a clinical-stage, biopharmaceutical company developing novel therapeutics to treat cancer and eye diseases, today announced that on March 10, 2011, NASDAQ notified the Company that it regained compliance with the minimum $1.00 per share closing bid price requirement for continued listing.

As previously announced, following a hearing before a NASDAQ Listing Qualifications Panel (the “Panel”), the Panel decided to continue the Company’s listing on The NASDAQ Capital Market, following transfer from The NASDAQ Global Market, subject to the condition that, on or before June 13, 2011, the Company evidence a closing bid price of $1.00 per share or more for at least ten prior consecutive trading days. Separately, the Company must also demonstrate regained compliance with the $35 million minimum market value of listed securities (“Market Capitalization”) requirement or the minimum $2.5 million stockholders’ equity (“Minimum Equity”) requirement prior to June 13, 2011. While the Company expects to regain compliance with all The NASDAQ Capital Market listing requirements and satisfy all the terms of the Panel’s decision, there can be no assurance that it will be able to do so.

The Company will continue to trade under the ticker symbol OXGND through March 21, 2011. The Company’s symbol will revert back to OXGN on March 22, 2011.

About OXiGENE, Inc.

OXiGENE is a clinical-stage biotechnology company developing novel small-molecule therapeutics to treat cancer and eye diseases. The Company’s major focus is the clinical advancement of drug candidates that selectively disrupt abnormal blood vessels associated with solid tumor progression and visual impairment. OXiGENE is dedicated to leveraging its intellectual property position and therapeutic development expertise to bring life saving and enhancing medicines to patients.

Safe Harbor Statement

This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 including the Company’s anticipated ability to regain compliance in a timely manner with the Market Capitalization, Minimum Equity or other NASDAQ Capital Market listing requirements and satisfy all the terms of the Panel’s decision. Any or all of the forward-looking statements in this press release may turn out to be wrong. Forward-looking statements can be affected by inaccurate

assumptions OXiGENE might make or by known or unknown risks and uncertainties, including, but not limited to, the Company’s inability to obtain additional financing or achieve the required market value of its listed securities. Additional information concerning factors that could cause actual results to materially differ from those in the forward-looking statements is contained in OXiGENE’s reports to the Securities and Exchange Commission, including OXiGENE’s reports on Form 10-K, 10-Q and 8-K. However, OXiGENE undertakes no obligation to publicly update forward-looking statements, whether because of new information, future events or otherwise. Please refer to our Annual Report on Form 10-K for the fiscal year ended December 31, 2009.

Investor and Media Contact:
Michelle Edwards, Investor Relations
medwards@oxigene.com
650-635-7006