Inclusion Criteria

DISEASE CHARACTERISTICS:

- Histologically or cytologically confirmed relapsed or untreated mantle cell lymphoma

- No refractory disease defined as progression while on chemotherapy or within 1
month after completion of chemotherapy

- At least 1 bidimensionally measurable disease site*

- Lymph nodes at least 1.5 cm by 1.5 cm by spiral CT scan OR

- Non-nodal lesions (e.g., skin lesion or nodules) at least 1 cm by 1 cm by MRI,
CT scan, or physical exam NOTE: *Bone lesions are not considered bidimensionally
measurable disease

- No pre-existing ascites or pleural effusion

- No known CNS involvement by lymphoma

PATIENT CHARACTERISTICS:

Age:

- 18 and over

Performance status:

- ECOG 0-2

Life expectancy:

- At least 12 weeks

Hematopoietic:

- Absolute granulocyte count at least 1,500/mm^3

- Platelet count at least 75,000/mm^3

Hepatic:

- Bilirubin no greater than 1.5 times upper limit of normal (ULN)

- AST or ALT no greater than 2.5 times ULN

Renal:

- Creatinine no greater than 1.5 times ULN

Cardiovascular

- LVEF at least 45% by echocardiogram or MUGA

Pulmonary

- No pre-existing shortness of breath greater than grade 1

Other:

- No uncontrolled bacterial, fungal, or viral infections

- No pre-existing edema greater than grade 1

- No pre-existing neuropathy greater than grade 1

- No other malignancy within the past 5 years except adequately treated nonmelanoma
skin cancer or carcinoma in situ of the cervix

- No other serious illness or medical condition that would preclude study compliance

- No geographical conditions that would preclude study compliance

- Not pregnant or nursing

- Negative pregnancy test

- Fertile patients must use effective contraception

PRIOR CONCURRENT THERAPY:

Biologic therapy:

- See Chemotherapy

- Prior rituximab allowed

- No prior radioactive monoclonal antibody therapy

Chemotherapy:

- See Disease Characteristics

- No prior high-dose chemotherapy with stem cell transplantation

- No more than 2 prior systemic chemotherapy regimens

- Same chemotherapy combination given for first-line and second-line therapy is
considered 2 regimens

- No prior flavopiridol

- At least 6 weeks since prior chemotherapy

- No concurrent cytotoxic chemotherapy

Endocrine therapy:

- No concurrent corticosteroids

Radiotherapy:

- No prior radiotherapy to 25% or more of functioning bone marrow

- At least 4 weeks since prior radiotherapy (except low-dose nonmyelosuppressive
radiotherapy) and recovered

- No concurrent radiotherapy to the sole site of measurable disease

Surgery:

- At least 2 weeks since prior major surgery

Other:

- No prior investigational therapy

- No other concurrent anticancer therapy

- No other concurrent investigational anticancer therapy