Inclusion Criteria:

- Histologically proven metastatic renal cell carcinoma with any sarcomatoid histology
or poor-risk features as defined by having 3 or more of the following
characteristics:

- PS > 1, high serum lactate dehydrogenase

- low hemoglobin

- high "corrected" serum calcium

- 2 or more sites of metastatic disease

- time from initial diagnosis to evidence of metastatic disease 12 months or less

- Evidence of unidimensional measurable disease based on RECIST criteria, with at least
1 measurable lesion

- Male or female, 18 years of age or older

- ECOG performance status of 0-2

- Patients with brain metastasis can only be included of they were treated 4 weeks or
more prior to enrollment with whole brain radiation and the effects of treatment have
resolved

- Resolution of all acute toxic effects of prior therapy, radiotherapy or surgical
procedure to NCI CTCAE version 3.0 grade of 1 or less

- Laboratory values as outlined in the protocol

- 2 weeks or more must have elapsed from the time of major surgery or radiation therapy
prior to the day of registration

- No anticipated need for major surgical procedure during the course of the study

Exclusion Criteria:

- Prior treatment with sunitinib or gemcitabine

- More than one prior systemic therapy of any kind for renal cell carcinoma

- Uncontrolled high blood pressure

- Any prior history of hypertensive crisis or hypertensive encephalopathy

- Any of the following within the 6 months prior to study drug administration:
myocardial infarction, severe/unstable angina, coronary/peripheral artery bypass
graft, cerebrovascular accident or transient ischemic attack, or symptomatic
congestive heart failure

- Ejection fraction < 30%

- Pre-existing thyroid abnormality with thyroid function that cannot be maintained in
the normal range with medication

- NCT CTCAE grade 3 or higher hemorrhage within 4 weeks of starting treatment

- Significant vascular disease

- Current grade 3 or higher cardiac dysrhythmia or QT prolongation

- Concurrent use of proarrhythmic medications including terfenadine, quinidine,
procainamide, disopyramide, sotalol, probucol, bepridil, haloperidol, risperidone,
indapamide, and flecainide

- Pregnancy or breastfeeding or inadequate contraception

- Evidence of bleeding diathesis or coagulopathy

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

- Psychiatric illness/social situation that would limit compliance with study
requirements

- Previous diagnosis of concurrent malignancy requiring active systemic therapy