Item 5.02(b) Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On January 22, 2009, John P. Walker, a member of the Board of Directors
of Geron Corporation (the Company), notified the Company of his decision to
resign as a member of the Board of Directors, effective as of January 28, 2009.
Mr. Walker is resigning because of time constraints relating to his appointment
as Chief Executive Officer of another company.
On January 28, 2009, the Company's Board of Directors appointed Mr.
Edward V. Fritzky as interim Chairman of the Audit Committee and has been found
by the Board of Directors to satisfy the qualifications necessary for
designation as the Audit Committee financial expert.
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