EXHIBIT 10.30 

[Geron Letterhead] 

Original Notice Date: November 14,
2011
Revised: December 7, 2011 

Jane Lebkowski
[Home Address]


Re: SEPARATION AGREEMENT AND GENERAL RELEASE 

Dear Jane: 

This letter sets forth the terms of our
agreement with respect to the termination of your employment with Geron
Corporation (“Geron”). 

1. Intent. The intent of this Separation Agreement and General Release
(hereinafter “Agreement”) is to mutually, amicably and finally resolve, and
settle any and all issues and claims concerning your employment with Geron, all
actions and conduct occurring during your employment with Geron and the
termination thereof. 

2. Parties. The parties to this Agreement are you, Jane Lebkowski, on
behalf of yourself and your heirs, representatives, attorneys, successors and
assigns, and Geron, on behalf of itself, its current and former officers,
owners, shareholders, directors, managers, agents, representatives, servants,
employees, attorneys, as well as its successors, predecessors and assigns.


3. Termination of
Employment. We have agreed that your
employment with Geron will formally end on December 31, 2011 (the “Separation
Date”). On the Separation Date, you will be paid for all accrued wages and
accrued, unused vacation. On the earlier of the Separation Date, or the date on
which 2011 bonuses are paid to employees, and contingent upon your satisfactory
performance, you will receive a 2011 bonus of $107,200. Long and Short Term
Disability, Life Insurance and AD&D shall cease on the Separation Date. Any
elections for medical, dental and vision coverage will continue until December
31, 2011. You will not be expected to perform any job responsibilities, and will
not be required to come to work, after the Separation Date. In lieu of advance
notice under the Worker Adjustment and Retraining Notification (“WARN”) Act and
the California Reductions, Terminations and Mass Layoffs (“RTML”) law:


	      	(a)	      	You will continue to receive
      salary through January 13, 2012, as referenced in the Employee Notice of
      Layoff letter.
		 
		(b)		In the event that you elect to
      receive continued Medical, Dental and/or Vision benefits under the
      Consolidated Budget Reconciliation Act of 1983, as amended (“COBRA”), and
      remain eligible for such benefits, the Company shall pay healthcare
      premiums for coverage through January 31,
2012.

 







Jane Lebkowski
December 7,
2011
Page 2 

	      	(c)	      	As of the Separation Date, you
      will be vested in all equity awards issued to you, all equity awards
      issued to you shall be accelerated, such that you will be vested in, or
      the Company right of repurchase shall have expired, in that number of
      shares in which you would have vested, or the Company’s option to
      repurchase would have expired, had you remained employed through January
      13, 2012.


You shall receive all payments and
benefits detailed in this Section 3 without regard to whether you sign this
Agreement. 

4. Proprietary Information and
Inventions Agreement. You acknowledge and
agree to comply with your obligations under the Proprietary Information and
Inventions Agreement that you executed on March 15, 1998. Specifically, you
agree that all computer equipment, both hardware and software programs, as well
as all records, papers, notes and other documents, and all copies thereof
relating to Geron, its business, and its customers that are or have been
obtained by you during your employment with Geron are Geron’s property, and will
be returned by you to Geron, on your last date of employment. You also
acknowledge and agree to comply with your continuing obligations regarding the
disclosure of Confidential Information (as defined in the agreement you signed)
after your employment with Geron. 

5. Consideration. In consideration for this Agreement and the undertakings
described herein, including the General Release of Claims described in paragraph
6 below, and in full settlement for all claims to which you may or may not be
entitled, Geron agrees:

	      	a)	      	to pay you 110% of annual base
      salary, less applicable state and federal withholding taxes,
  and
		 
	 	b)	 	to pay your COBRA premium for
      Medical, Dental and/or Vision coverage through the earlier of 12 months
      following the Separation Date or the date upon which you are no longer
      eligible for COBRA,*
		 
	 	c)	 	to extend the period during which
      you may exercise vested options through December 31,
  2013;

____________________
* The payment of COBRA premiums by
Geron does not expand or extend the maximum period of COBRA coverage to which
you would otherwise be entitled.







Jane Lebkowski
December 7,
2011
Page 3 

	      	d)	      	to provide outplacement services through Right
      Management, provided you activate such services within one month of your
      Separation Date; and
		 
	 	e)	 	not to contest any claim you file for unemployment
      insurance through EDD.


You acknowledge that the consideration
set forth in this paragraph is in addition to any benefits to which you are
otherwise entitled. 

6. General Release of
Claims. In consideration for the promises and
undertakings contained in this Agreement, you hereby waive, release and
discharge, and agree that you will not institute, prosecute or pursue any and
all complaints, claims, charges, claim for relief, demands, suits, actions and
causes of action, whether in law or in equity, which you assert or could assert
against Geron, its current and former officers, owners, shareholders, directors,
managers, agents, representatives, servants, employees, attorneys, as well as
its successors, predecessors and assigns at common law or under any statute,
rule, regulations, order, or law, whether federal, state or local, on any ground
whatsoever, known or unknown, including but not limited to, any and all actions
for breach of contract, express or implied, breach of the covenant of good faith
and fair dealing, express or implied, wrongful termination in violation of
public policy, all other claims for wrongful termination and constructive
discharge, and all other tort claims including, but not limited to, intentional
or negligent infliction of emotional distress, invasion of privacy, negligence,
negligent investigation, negligent hiring or retention, assault and battery,
defamation, intentional or negligent misrepresentation, fraud, and any and all
claims arising under any state or federal statute, including but not limited to,
the California Fair Employment and Housing Act, Title VII of the Civil Rights
Act of 1964, the Civil Rights Act of 1991, the Fair Labor Standards Act, the
Employee Retirement and Income Security Act, the Americans with Disabilities
Act, the Federal Rehabilitation Act of 1973, 42 U.S.C. Section 1981, the Family
and Medical Leave Act, the California Family Rights Act, the California Labor
Code and Civil Code, the California Constitution, and any and all other laws and
regulations relating to employment termination, employment discrimination,
harassment or retaliation, claims for wages, hours, benefits, compensation, and
any and all claims for attorneys fees and costs, but this release does not
include claims for workers’ compensation; unemployment insurance benefits;
claims for indemnification under California Labor Code Section 2802; your
ability to participate in certain Company benefits under the auspices of COBRA;
your rights under this Agreement; your right to bring to the attention of the
Equal Employment Opportunity Commission and the California Department of Fair
Employment and Housing claims of discrimination, provided, however, that you do release your
right to secure any damages for alleged discriminatory treatment; and any other
claims that cannot be released as a matter of law . 







Jane Lebkowski
December 7,
2011
Page 4 

7. Waiver of Rights Under Civil Code
§ 1542. As further consideration and
inducement for this Agreement, you hereby waive and release any and all rights
under Section 1542 of the California Civil Code you have or may have with
respect to Geron. California Civil Code Section 1542 provides as follows:


A general release does not extend to
claims, which the creditor does not know or suspect to exist in his favor at the
time of executing the release, which if known by him must have materially
affected his settlement with the debtor. 

You understand that Section 1542 gives
you the right not to release existing claims, of which you are not now aware,
unless you voluntarily choose to waive this right. Having been so apprised, you
nevertheless hereby voluntarily elect to, and do, waive the rights described in
Section 1542, and elect to assume all risks for claims that exist in your favor,
known or unknown, which arise from the subject of this Agreement. 

8. Confidentiality of
Agreement. You agree that the existence,
terms and conditions of this Agreement, including any and all references to any
alleged underlying claims, are strictly confidential. You shall not disclose,
discuss or reveal the existence or terms of the Agreement to any persons,
entities or organizations except to your spouse, attorney, or financial advisor,
or as required by court order. 

9. Waiting Period. In accordance with the Older Workers Benefit Protection Act
of 1990, you should be aware of the following: 

	      	i.	      	You have the right to consult with an attorney before
      signing this agreement;
	 	
	 	ii.	 	You have forty-five (45) days, from the original date of
      this agreement (through December 29, 2011), to consider this
      agreement;
	 	
	 	iii.	 	You have seven (7) days after signing this agreement to
      revoke this agreement, and this agreement will not be effective, and you
      will not receive any of the separation benefits, until that revocation
      period has expired; and
	 	
	 	iv.	 	The job titles and ages of all individuals eligible or
      selected for the separation package and the ages of all individuals in the
      same job classification or organizational unit who are not eligible for
      the separation package are listed on the form attached as Appendix
      A.


If you wish to revoke your acceptance
of this Agreement, you must deliver written notice stating your intent to revoke
to Human Resources, Geron Corporation, 230 Constitution Drive, Menlo Park, CA
94025, or via fax at (650) 473-8668, on or before 5:00 p.m. on the seventh
(7th) day after the date on which you sign this Agreement.







Jane Lebkowski
December 7,
2011
Page 5 

10. Knowing and Voluntary
Agreement. You expressly acknowledge that you
have read and fully understand this Agreement; that you understand that by
signing this Agreement you are giving up any legal claims you have against
Geron; that you have been advised of your right to consult with legal counsel of
your own choosing and to have the terms of this Agreement fully explained to
you; that you are not executing this Agreement in reliance on any promises,
representations or inducements other than those contained in this Agreement; and
that you are executing this Agreement knowingly, voluntarily and free of any
duress or coercion, in exchange for the benefits described in paragraph 5 above.


11. Effective Date. This Agreement shall become effective on the eighth
(8th) day following the date it is signed by you as indicated on the
date line opposite your signature below. In order to accept this Agreement, you
must sign and return it to Human Resources within forty-five (45) days of your
receipt of it, or on the Separation Date, whichever is later. 

Very truly yours, 

GERON CORPORATION 

	By: 	/s/ John A.
  Scarlett
	 	John A. Scarlett, M.D.
	 	Chief Executive Officer
	 
	Dated:  	December 8,
  2011



Agreed and accepted: 

	/s/ Jane Lebkowski	      	December 29, 2011
	Jane Lebkowski		Date