Inclusion Criteria:

- Histologically or cytologically confirmed diagnosis of 1 of the following:

- Relapsed or refractory acute myeloid leukemia (AML)

- Patients with acute promyelocytic leukemia t(15;17) must have failed prior
tretinoin and arsenic trioxide-containing regimen

- Must be refractory to both agents with absence of durable hematologic
response OR relapsed after a complete response duration of < 6 months

- Relapsed or refractory acute lymphoblastic leukemia

- Chronic myelogenous leukemia in accelerated or blastic phase

- Must be refractory to treatment with imatinib mesylate or dasatinib

- Disease progression despite continued treatment with imatinib mesylate
or dasatinib

- Patients in accelerated or blastic phase are eligible if unable to tolerate
imatinib mesylate provided their disease has progressed on dasatinib or if
unable to tolerate dasatinib

- AML arising in the setting of underlying myelodysplastic syndromes (MDS) and/or
myeloproliferative disorders (MPD)

- Secondary or therapy-related AML

- No active CNS leukemia

- Leukostasis OR leukemic blast count > 50,000/mm³ allowed provided patient is treated
with emergency leukapheresis or hydroxyurea to reduce leukemic blast count to <
30,000/mm³

- ECOG performance status (PS) 0-2 OR Karnofsky PS 60-100%

- Bilirubin ≤ 1.5 times upper limit of normal (ULN)

- AST and ALT ≤ 2.5 times ULN

- Creatinine ≤ 2.0 mg/dL

- Not pregnant or nursing

- Negative pregnancy test

- Fertile patients must use effective contraception

- No history of cytarabine-related neurotoxicity

- No history of allergic reactions attributed to compounds of similar chemical or
biologic composition to vorinostat (SAHA) or other agents used in the study

- No other uncontrolled illness, including, but not limited to, any of the following:

- Symptomatic congestive heart failure

- Unstable angina pectoris

- Cardiac arrhythmia

- Psychiatric illness or social situation that would preclude compliance with
study requirements

- Infection allowed provided patient is receiving active treatment

- No HIV positivity

- See Disease Characteristics

- Recovered from prior therapy

- Persistent alopecia, fingernail discoloration, or hematologic abnormalities
(primarily related to underlying disease) > 4 weeks after last course of
chemotherapy or radiotherapy does not exclude patient

- At least 2 weeks since prior valproic acid or any other histone deacetylase inhibitor

- No more than 3 prior courses of induction/reinduction chemotherapy, including
induction and consolidation therapy or induction therapy after any bone marrow
transplantation or similar procedure

- Prior low-dose azacitidine, growth factors, cytokines, thalidomide, interferon,
or imatinib mesylate for treatment of preceding MDS/MPD do not count as prior
induction/reinduction therapy

- At least 4 weeks since prior chemotherapy (6 weeks for nitrosoureas [e.g.,
carmustine] or mitomycin C) or radiotherapy

- At least 24 hours since prior hydroxyurea

- At least 2 weeks since prior imatinib mesylate, hematopoietic growth factors, and
biological agents

- At least 4 weeks since prior autologous stem cell transplantation

- Prior allogeneic stem cell transplantation allowed if all of the following criteria
are met:

- At least 90 days since prior transplant

- No evidence of graft-vs-host disease

- At least 2 weeks since prior immunosuppressive therapy

- No other concurrent anticancer agents or therapies

- No other concurrent investigational agents

- Concurrent hydroxyurea or leukapheresis allowed on days 1-10 of study treatment to
control rising leukemic blasts (blasts > 30,000/mm³) or leukostasis