Inclusion Criteria:

- Histologically proven squamous or adenocarcinoma or the esophagus >20 cm from the
incisors, including GE junction tumors (unless of gastric origin). GE junction
tumors are defined as tumors that have their center within 5 cm proximal and distal
of the anatomical cardia

- Clinical T1 N1 M0, T2-3 N0-1 M0, T1-3 N0-1 M1a

- Performance status ECOG 0-2

- Medically fit for chemotherapy, radiation and esophagectomy

- Adequate bone marrow, hepatic and renal function as evidenced by the following:

Hematology:

Neutrophils > 1.5 x 109/L Platelets > 100 x 109/L

Hepatic function:

Total bilirubin < 1.25x ULN AST (SGOT) and ALT (SGPT) < 2.5 x ULN Alkaline phosphatase
<2.5 x ULN

Renal function:

Serum creatinine < 160 umol/L or creatinine clearance > 60 ml/min (actual or calculated by
the Cockcroft-Gault method as follows):

weight (kg) x (140 - age) K x serum creatinine*

- for serum creatinine in *mol/L, K=0.814 in man, K=0.96 in woman

- No prior history of malignancy unless > 5 years disease free, or adequately
treated nonmelanotic skin cancer or in situ carcinoma of the cervix

- Tumor technically resectable (as defined in Section 5.4.3)

Exclusion Criteria:

- In situ or clinical T1N0M0

- Cervical esophageal tumors (within 20 cm of the incisors)

- Positive cytology of the pleura, peritoneum or pericardium

- Supraclavicular lymph node involvement

- Invasion of tracheobronchial tree proven by bronchoscopy including but not limited to
tracheo-esophageal fistula

- Prior treatment for this malignancy except esophageal stenting

- Gilbert's disease

- Age < 18

- Participation in another concurrent clinical study involving study drug(s) or
treatment with study drug within thirty days prior to the treatment on this study.
Concurrent treatment with other experimental drugs or anticancer therapy

- Known hypersensitivity to either of study drugs or to any of their excipients.

- Pregnant or lactating women. Men and women of reproductive potential (and women < 12
months after menopause) may not participate unless they have agreed to use an
effective contraceptive method while on study

- Known or suspected alcohol or drug abuse

- Other serious or concurrent illnesses that may interfere with subject compliance,
adequate informed consent, determination of causality of adverse events and which in
the judgement of the Investigator, would make the patient inappropriate for entry
into the study

- Life expectancy < 3 months

- Peripheral neuropathy > Grade 2 (using CTC Version 2)

- Patients receiving phenytoin or phenobarbital