Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(a)-(d) and (f) Not applicable.
(e) On May 28, 2009, William N. Shiebler was elected by the other members of the Board as Chairman of the Board of Directors of OXiGENE, Inc. (the "Company"), following his re-election to the Company's Board at the annual meeting of stockholders held on such date. In connection with his appointment and in recognition of the level of services to be provided by Mr. Shiebler in his capacity as Chairman during an undefined interim period following his assumption of the duties of Chairman, the Board resolved to provide the following compensation to Mr. Shiebler: $40,000 in cash for the first month of service, and $20,000 in cash for each month thereafter during such interim period; $1,200 per month for secretarial expenses to be incurred by him; and an option to purchase 100,000 shares of the Company's common stock, vesting in equal amounts over four years, starting one year from the date of grant, at an exercise price of $2.23 per share.

---