Inclusion Criteria:

- Patients must have a histologically confirmed diagnosis of mantle cell lymphoma by
demonstrating appropriate morphology plus at least one of the following on the biopsy
specimen: nuclear cyclin D1+ by imunohistochemistry; t(11;14) by FISH, PCR, or
conventional karyotyping

- No prior chemotherapy, immunotherapy or radiotherapy for mantle cell lymphoma; a
brief course of steroids (< 14 days) for symptom relief or steroids for other
indications are allowed

- Patients must have measurable disease; CT scans at baseline are required to define
the extent of measurable disease; the scans must be obtained within 6 weeks prior to
registration; combined CT/PET scans may be used for the baseline and subsequent
evaluations if accurate tumor measurements can be obtained from the CT component

- ECOG performance status 0-2

- ANC > 1500 mm^3 (unless low count due to marrow involvement or splenomegaly)

- Platelets > 100,000 mm^3 (unless low counts due to marrow involvement or
splenomegaly)

- Creatinine < 2 mg/dL

- Bilirubin < 2 mg/dL (may be up to 3.0 mg/dL if due to Gilbert's disease or due to
liver involvement by lymphoma)

- Patients over the age of 45 must have a LVEF of greater than 45% documented within 90
days prior to registration

- No known HIV disease; an HIV test is not required for entry on study but is required
if the patient is perceived to be at risk; patients with a history of intravenous
drug use or any other behavior with an increased risk for HIV infection should be
tested for exposure to the HIV virus; patients with known HIV are excluded since the
immunocompromised state of patients with HIV infection or the concomitant use of
HAART therapy may result in more extensive dose modifications than intended for the
intensive therapeutic regimen used in this study

- Patients must be tested for Hepatitis B surface antigen within 4 weeks prior to
registration NOTE: HBs Ag positive patients are not excluded but will have more
stringent monitoring of LFTs

- Women must not be pregnant or breast-feeding due to the detrimental effects
chemotherapy may have on the developing fetus or infant; all females of childbearing
potential must have a blood test or urine study within 2 weeks prior to registration
to rule out pregnancy

- Women of childbearing potential and sexually active males must use an accepted and
effective method of contraception

- Patient must not have grade 2 or higher baseline peripheral neuropathy

- Patient must not have known hypersensitivity to boron or mannitol

- Patient may not have a history of prior malignancy unless at least one of the
following conditions are met:

- Malignancy was in-situ

- Malignancy was treated surgically or with local XRT with curative intent and the
patient has been disease free for > 3 years

- Any adjuvant hormonal therapy must have been discontinued > 3 months prior to
registration

- Patients must not have known CNS involvement