UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

~~February~~April 922, 2010

Date of Report (Date of Earliest Event Reported)

CONVERA CORPORATION

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(Exact name of registrant as specified in its charter)

Delaware	000-31989	54-1987541
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

1919 GALLOWS ROAD, SUITE 1050

VIENNA, VIRGINIA 22182

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(Address of principal executive offices and zip code)

Registrant's telephone number, including area code: (703) 761-3700

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

_____ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

_____ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

_____ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

_____ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2 1.01 ~~Completion of~~. ~~Acquisition~~Entry orinto ~~Disposition~~a ~~of Assets~~Material Agreement

On ~~February~~April 922, 2010, Convera Corporation (~~“Convera” or~~ the “Company”), ~~completed the~~entered ~~merger~~into ~~of its wholly owned subsidiaries B2BNetSearch, Inc.,~~ a ~~Delaware~~Transition ~~corporation~~Agreement ~~(“B2B”),~~with ~~and~~Mr. ~~Convera~~Matthew ~~Technologies~~Jones, ~~LLC,~~its aChief ~~Delaware~~Financial ~~limited liability~~Officer ~~company~~ (“~~Technologies~~CFO”),. Pursuant ~~with~~to ~~and~~the ~~into~~Transition ~~VSW2~~Agreement, ~~Inc~~Mr., aJones ~~Delaware~~will continue ~~corporation~~to ~~and an~~serve ~~indirect~~the ~~wholly-owned~~Company ~~subsidiary~~as ofCFO ~~Vertical~~in ~~Search~~his ~~Works,~~capacity ~~Inc.,~~as a ~~Delaware corporation~~consultant ~~(“VSW”)~~to, ~~and~~but anot an ~~parent~~employee ~~company~~ of ~~Firstlight Online Limited~~, athe UCompany.~~K. company.~~ The ~~merger~~scope ~~was~~of ~~conducted~~Mr. ~~pursuant~~Jones’ ~~to the Amended and~~consulting ~~Restated~~services ~~Agreement~~will ~~and~~be ~~Plan~~those ofnormally ~~Merger~~performed ~~(the~~by ~~“Merger~~a ~~Agreement”)~~public ~~dated~~company aschief offinancial ~~September~~offer ~~22, 2009 by~~ and ~~among Convera, B2B, Technologies, VSW, and their related parties~~Mr. ~~The~~ ~~description~~Jones ofwill ~~the terms and conditions of the Merger Agreement in our current~~ report onto ~~Form 8-K filed on September 28, 2009 and a copy of~~ the ~~Merger~~Company’s ~~Agreement~~board ~~filed as Exhibit 2.1 thereto are incorporated~~of ~~herein by reference~~directors.

~~Item~~On February 9, 2010, the Company 5contributed to B2BNetSearch, Inc.~~02 Departure~~ (“B2B”), its wholly owned subsidiary, all of the business related assets of ~~Directors~~the orCompany, ~~Certain~~and ~~Officers;~~B2B ~~Election~~assumed all of ~~Directors;~~the liabilities ~~Appointment~~of the Company, according to a Contribution Agreement dated February 9, 2010 disclosed in our Definitive Proxy Statement on Schedule 14C filed on December 31, 2009. Immediately after that, B2B and Convera Technologies, LLC, another wholly owned subsidiary of ~~Certain~~the Company, merged with ~~Officers;~~and ~~Compensatory~~into ~~Arrangements~~VSW2, Inc. (“VSW”), a parent company of ~~Certain~~Firstlight ~~Officers~~Online Limited, with VSW2 as the surviving corporation. After the merger, the Company filed a Certificate of Dissolution with the State of Delaware according to a Plan of Dissolution and Liquidation adopted by the Company on September 22, 2009, and Mr. Jones became an employee of VSW2. Pursuant to the Transition Agreement, the Company will still retain the service of Mr. Jones in connection with its dissolution and winding up from and after the date of the merger.

~~Upon~~ According to the ~~closing~~ onTransition ~~February 9~~Agreement, ~~2010~~starting from the date of the merger, ~~described~~Convera ~~above~~will pay Mr. Jones, ~~Patrick~~among C.other ~~Condo~~benefits, an annualized compensation in the amount of ($50,000 per year, payable on a semi-monthly basis in arrears. The compensation amount will be “grossed up” by an amount equal to the employer portion of the Medicare tax. In addition, the Company will pay to Mr. Jones ~~Condo”~~bonus payments as follows: (i) isa noone-time ~~longer~~bonus of $10,000 in the aggregate ~~President~~amount in cash upon completion of the filing of the Form 10-K for fiscal 2010 and ~~Chief~~(ii) ~~Executive~~a ~~Officer~~one-time bonus in an aggregate amount of ~~Convera~~$30,000 in cash, ~~pursuant~~each toless applicable withholdings, in a lump sum upon the ~~Transition~~final ~~Agreement~~liquidation (of the ~~“Transition~~Company ~~Agreement”)~~in byaccordance ~~and~~to ~~between Convera~~the ~~and~~Plan, as long as Mr. ~~Condo~~Jones ~~dated~~performs ~~May~~his responsibilities ~~29,~~and ~~2009. The~~obligations ~~description~~in ofaccordance with the ~~terms~~ Transition Agreement and does ~~conditions~~not ofbreach the Transition Agreement inand ~~our~~all ~~current~~filings ~~report~~which onMr. ~~Form~~Jones has ~~8-K~~supervision ~~filed~~over are made on ~~June~~a 4timely basis, ~~2009~~as ~~and~~such aterm ~~copy~~is ofdefined in the agreement, ~~Transition~~including ~~Agreement~~within ~~filed~~extended time frame as permitted by the Securities ~~Exhibit~~and 10Exchange Commission.1 All ~~thereto~~of ~~are~~Mr. ~~incorporated~~Jones’s ~~herein~~stock byoptions ~~reference~~terminated on the date of the merger.

~~Item~~The Company and Mr. Jones have previously entered into an Employment Agreement dated on December 6, 2006, the terms of which were disclosed in our Current Report on Form 8-K filed on December 12, 2006.~~01 Other~~ Mr. Jones’ previous Employment ~~Events~~Agreement is now superseded by the Transition Agreement and the Company will pay him an aggregate amount of $250,000 in cash, less applicable withholdings, in a lump sum as his transition fee, if Mr. Jones signs and delivers to the Company a general release of claims in favor of the Company and related persons, which Mr. Jones did.

~~After~~A ~~the~~copy ~~close~~ of ~~market on February~~ 8,the ~~2010,~~Transition ~~Convera~~Agreement ~~filed~~is aattached ~~Certificate~~as ofExhibit ~~Dissolution~~10.1 ~~with the Delaware Secretary of State, pursuant~~ to ~~the~~this ~~Plan~~report ~~of Dissolution~~ and ~~Liquidation (the “Plan”)~~ ~~previously~~incorporated ~~adopted~~herein by ~~Convera’s board of directors~~reference. The description of the terms and conditions of the ~~Plan~~Merger Agreement in ~~our~~this ~~current~~ report onis ~~Form~~merely ~~8-K filed on June 4, 2009 and~~ a ~~copy~~summary of the ~~Plan~~agreement ~~filed~~and ~~as Exhibit 2.2 thereto are~~is ~~incorporated~~modified ~~herein~~and supplemented by such reference.

AsItem previously announced by the Company in its press release and current report on Form 8-K dated January 29, 2010, the Company set the record date of February 8, 2010 for an initial liquidating distribution and declared an initial liquidating cash distribution of $05.1002 ~~per~~Departure ~~share to shareholders as~~ of ~~record~~Directors ~~date~~or ~~on February~~Certain ~~8, 2010~~Officers; ~~accordingly,~~Election ~~immediately after the close~~ of ~~market on February~~Directors; 8,Appointment ~~2010, the Company closed its stock transfer books and the trading~~ of ~~its stock~~Certain onOfficers; ~~the~~Compensatory ~~NASDAQ~~Arrangement ~~Stock Market ceased at the same time. On February 8, 2010, the Company issued a press release confirming the dissolution filing and cessation~~ of ~~its stock trading as previously announced, which is furnished~~Certain ~~as Exhibit 99~~Officers.~~1 hereto. On February 11, 2010 the Company issued a press release announcing the closing of the merger, which is furnished as Exhibit 99.2 hereto.~~

~~Item~~On April 922, 2010, the Company entered into a Transition Agreement with Mr. Matthew Jones, its CFO, including certain compensatory arrangement. According to the Transition Agreement, Mr. Jones ceased to be an employee of the Company, but continues to serve as its CFO in his capacity as a consultant. The disclosure under Item 1.01 ~~Financial~~ above is incorporated ~~Statements~~herein ~~and~~by ~~Exhibits~~reference.

Item 9.01Financial Statements and Exhibits

(d) Exhibits

9910.1 Transition Agreement between Convera Corporation ~~Press~~and ~~Release~~Matthew Jones, dated ~~February~~April 822, 2010.

99.2 Convera Corporation Press Release dated February 11, 2010.

Signatures

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

		Convera Corporation
	Date: February 11, 2010	By: /s/ Matthew G. Jones
	Date: April 27, 2010	By: /s/ Matthew G. Jones
		Matthew G. Jones
		Chief Financial Officer, Secretary and Treasurer
		Chief Financial Officer

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