SecProbe.io

Mail Stop 6010
April 24, 2008
 Richard Chin, M.D.  President and Chief Executive Officer Oxigene, Inc.  230 Third Avenue Waltham, MA  02451
Re:   Oxigene, Inc.
 Preliminary Proxy Statement on Schedule 14A
Filed April 18, 2008
 File No. 0-21990

Dear Dr. Chin:
This is to advise you that we have lim ited our review of the above referenced
proxy statement to only the issues identified below.

Schedule 14A

 Proposal No. 2:  The Issuance  of Up to 5,708,03 5 Shares of Our Co mmon Stock Under the
Committed Equity Financ ing Facility, page 7
1. Please include a brief discussion setting forth the specific uses of the proceeds
from the issuance of stock to Kingsbridge.
2. We note your brief discussion regarding the dilutive effect and potential decrease
in stock price that may result in conn ection with the issuance of stock to
Kingsbridge. Please expand your discussion to  include the specifi c dilutive effect
of issuing shares as the price of your  common stock decreases.  Please also
discuss the reasons your stock price may d ecrease as a result of the issuance of
stock to Kingsbridge.
3. Please revise your disclosure to include a table setting forth the specific number
of shares that could be issued based on  the current price. The information on the
table should also include th e specific discounted price that Kingsbridge would pay
for the shares of common stock.

Summary of the CEFF, page 8
4. It appears you are incorpor ating by reference to the proxy statement the purchase
agreement filed as an exhi bit to your Form 8-K filed on February 21, 2008.  In
that regard, please note that such inco rporation should comply with Note D to
Schedule 14A, which requires, among other th ings, disclosure on the last page of
your proxy statement regarding the use of  incorporation by reference. Please
revise your document accordingly.  In the alternative, please file the purchase
agreement as an appendix to your proxy statement.

* * *

As appropriate, please amend your filing and respond to these comments within
10 business days or tell us when you will provid e us with a response.  You may wish to
provide us with a marked copy of the amendmen t to expedite our review.  Please furnish
a cover letter with your amendment that keys your responses to our comments and
provides any requested information.  Detailed co ver letters greatly faci litate our review.
Please understand that we may have addi tional comments after reviewing your
amendment and responses to our comments.   We urge all persons who are responsible  for the accuracy and adequacy of the
disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy  of the disclosures they have made.

 In connection with responding to our comments, please provide, in writing, a
statement from the company acknowledging that:
• the company is responsible for the adequacy  and accuracy of the disclosure in the
filing;

• staff comments or changes to disclosure  in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and

• the company may not assert staff comments as a defense in any proceeding initiated
by the Commission or any person under the federal securities laws of the United
States.
  In addition, please be advi sed that the Division of En forcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.

Please contact Song Brandon at (202) 551- 3621 or me at (202) 551-3715 with any
questions.          S i n c e r e l y ,             J e f f r e y  R i e d l e r          A s s i s t a n t  D i r e c t o r