Inclusion Criteria:

- Patients with histologically or cytologically confirmed adenocarcinoma of the
pancreas not eligible for curative intent resection with or without adjuvant
radiation therapy

- Measurable disease as defined by RECIST criteria

- No prior chemotherapy for pancreatic cancer including no prior "radiosensitizing"
chemotherapy

- Patients are candidates to receive gemcitabine as first line treatment for
adenocarcinoma of the pancreas

- Age > 18 years

- Karnofsky Performance Score of less than or equal to 60

- Patients must be recovered from the clinically significant effects of any prior
surgery or prior radiotherapy

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

- Serum total bilirubin < 2.0 mg/dL

- AST/ALT (SGOT/SGPT) < 4X the ULN forthe reference lab;

- Serum creatinine < 2.0 mg/dL;

- ANC > 1.5 x 109/L;

- Platelet count > 100 x 109/L,

- Hgb > 9.0 g/dL

- Female patients of childbearing potential as well as fertile men and their partners
who agree to use an effective form of contraception during the study and for 90 days
following the last dose of study medication (an effective form of contraception is an
oral contraceptive or a double barrier method)

- Patients or their legal representatives must be able to read, understand and provide
written informed consent to participate in the trial.

Exclusion Criteria:

- Patients with a life expectancy < 3 months

- Patients with known CNS metastases

- Patients with an uncontrolled active infection

- Prior treatment with an IMPDH-inhibitor

- Patients with known hypersensitivity to any of the components of AVN944 or
gemcitabine

- History of prior malignancy within the past 5 years except for curatively treated
non-melanoma skin cancers; cervical intra-epithelial neoplasia, or localized prostate
cancer with a current PSA of < 1.0 mg/dL

- Patients who are receiving concurrent investigational therapy or who have received
investigational therapy within 14 days of the first scheduled day of dosing
(investigational therapy is defined as treatment for which there is currently no
regulatory authority approved indication). Clinically significant toxicities from
this therapy must have resolved to < Grade 2.

- Patients who are pregnant or lactating

- Myocardial Infarction within the past 6 months

- Patients with clinically significant intra-ventricular conduction delays

- Any other intercurrent medical condition, including mental illness or substance
abuse, deemed by the Investigator to be likely to interfere with a patient's ability
to sign informed consent, cooperate and participate in the study, or interfere with
the interpretation of the results.

- History of solid organ transplant

- Known HIV or Hepatitis B or C (active, previously treated or both)

- Previous treatment under this protocol