Inclusion Criteria:

1. Ability to understand and the willingness to sign a written informed consent. A
signed informed consent must be obtained prior to any study specific procedures.

2. Patients must have cytologically or histologically proven recurrent or metastatic
squamous cell cancer of the head and neck (SCCHN) from the primary tumor or lymph
nodes of the oral cavity, larynx, oropharynx, or hypopharynx.

3. No prior systemic chemotherapy for patients who present with metastatic disease. For
patients with recurrent head and neck squamous cell carcinoma, prior chemotherapy is
allowed if it was given as part of their definitive therapy. If patients have
received prior combined modality therapy, they must be off therapy for at least 6
months.

4. Age >/= 18 years

5. Patients must have at least 1 evaluable lesion. Lesions must be evaluated by computed
tomography (CT) scan or magnetic resonance imaging (MRI)

6. ECOG Performance Status (PS) of 0-1

7. Controlled blood pressure (defined as systolic BP mmHg)

8. Adequate bone marrow, liver & renal function as assessed by the following laboratory
requirements to be conducted w/in 7 days prior to start of first dose: Hemoglobin >/=
9.0 g/dL; Absolute neutrophil count (ANC) >/= 1,500/mm^3; Platelet count >/=
100,000/mm^3; Total bilirubin AST w/in normal limits

9. Continued from Inclusion #8: Serum creatinine (CrCl) >/= 45 mL/min (CrCl = Wt (kg) x (140-age)/72 x Cr level, female x 0.85) for
pts w/ creatinine levels above institutional normal; Amylase & lipase < 1.5 x the
ULN; Urinalysis (UA) must show less than 1+ protein in urine, or the pt will require
a repeat UA. If repeat UA shows 1+ protein or more, a 24 hour urine collection will
be required & must show total protein
10. Women of childbearing potential (not surgically sterilized or at least 2 years
postmenopausal) must have a negative serum or urine pregnancy test performed within 7
days prior to the start of treatment

11. Women of childbearing potential and men must agree to use adequate contraception
(abstinence; hormonal or barrier method of birth control) prior to study entry, for
the duration of study participation and 3 months after end of treatment. Should a
woman become pregnant while participating or the partner of a patient participating
in this study becomes pregnant, they should inform their treating physician
immediately.

Exclusion Criteria:

1. Cardiac disease: Congestive heart failure (CHF) > Class II NYHA; active coronary
artery disease (Myocardial infarction [MI] more than 6 months prior to study entry is
allowed); or serious cardiac ventricular arrhythmias requiring anti-arrhythmic
therapy (beta blockers or digoxin are permitted)

2. Uncontrolled hypertension defined as systolic blood pressure > 140 mmHg or diastolic
pressure > 85 mmHg despite optimal medical management

3. Known history of Human Immunodeficiency Virus (HIV) infection or chronic hepatitis B
or C

4. Active clinically serious infections (i.e. patients currently taking antibiotics)(
Grade 2 NCI-CTC Version 3.0)

5. Evidence or history of central nervous system (CNS) disease, including primary brain
tumors, seizures disorders, or any brain metastasis

6. Thrombotic or embolic events such as cerebrovascular accident, deep vein thrombosis
or pulmonary embolism. History of transient ischemic attack is allowed.

7. Evidence or history of bleeding diathesis or coagulopathy

8. History of/or current evidence of hemoptysis (bright red blood of ½ teaspoon or more)

9. Peripheral neuropathy >/= Grade 2 (NCI-CTC Version 3.0)

10. Anticancer chemotherapy or immunotherapy: Anticancer therapy is defined as any agent
or combination of agents with clinically proven anticancer activity administered by
any route with the purpose of affecting the cancer, either directly or indirectly,
including palliative and therapeutic endpoints

11. Radiotherapy to the target lesions within 3 weeks of start of first dose. Toxicities
from radiotherapy must have resolved prior to start of first dose.

12. No major surgery, open biopsy or significant traumatic injury within 4 weeks of start
of first dose

13. Serious, non-healing wound, ulcer, or bone fracture

14. Granulocyte growth factors (G-CSF), within 3 weeks of study entry.

15. Patients taking chronic erythropoietin are permitted provided no dose adjustment is
made within 2 months prior to start of first dose.

16. Pregnant or breastfeeding patients

17. Substance abuse, medical, psychological or social conditions that may interfere with
the patient's participation in the study or evaluation of the study results

18. Known or suspected allergy to any recombinant human antibodies, or compounds of
similar chemical or biologic composition to sorafenib or any of the drugs in this
study

19. Any condition that is unstable or could jeopardize the safety or compliance of the
patient in the study

20. Previous or concurrent cancer that is distinct in primary site or histology from the
cancer being evaluated in the study EXCEPT cervical cancer in situ, treated basal
cell carcinoma, superficial bladder tumors (Ta, Tis and T1) or any cancer curatively
treated > 3 years prior to study entry

21. Known or suspected allergy to sorafenib (BAY 43-9006) or any agent given in
association with this trial

22. Any malabsorption conditions

23. Therapeutic anticoagulation with warfarin, heparins, or heparinoids

24. Patients taking phenytoin, carbamazepine, and Phenobarbital

25. Patients taking rifampin and/or St. John's Wort

26. Patients who are candidates for curative surgery or radiotherapy

27. The patient has progressed within 6 months after completion of curative intent
(definitive) treatment for localized/locoregionally advanced disease.