Inclusion Criteria:

- Aggressive B-Cell Lymphoma, CD-20 positive, in first relapse or refractory to
first-line chemotherapy

- Diffuse large B-cell Lymphoma, Mantle cell lymphoma, Follicular lymphoma (Grade
III), Transformed Follicular Lymphoma

- Rituximab is allowed

- Prior radiation is allowed

- 18-70 years of age

- ECOG performance status of 0-2

- HIV seronegative

- Measurable disease on CT scan by international working group response criteria

- No CNS involvement

- Subject is considered to be a candidate for autologous stem cell transplant in the
opinion of the treating physician

- Female subject is either post-menopausal or surgically sterilized or willing to use
an acceptable method of birth control

- Male subject agrees to use an acceptable method of contraception for the duration of
the study

Exclusion Criteria:

- Platelet count of <75 x 10(9)/L

- Absolute neutrophil count of <1.0 x 10(9)/L

- Calculated or measured creatinine clearance of <60 mL/minute within 14 days before
enrollment

- Myocardial infarction within 6 months prior to enrollment or has New York Hospital
Association Class III or IV heart failure, uncontrolled angina, severe uncontrolled
ventricular arrhythmias, or electrocardiographic evidence of acute ischemia or active
conduction system abnormalities. Prior to study entry, any ECG abnormality at
Screening has to be documented by the investigator as not medically relevant.

- Subject has hypersensitivity to bortezomib, boron or mannitol.

- Female subject is pregnant or breast-feeding.

- Subject has been treated with more than one prior chemotherapy regimen.

- Subject has received other investigational drugs with 14 days before enrollment.

- Serious medical or psychiatric illness likely to interfere with participation in this
clinical study.