Inclusion Criteria:

- History of completely resected NSCLC and adjuvant/neoadjuvant chemotherapy with
platinum-based regimen

- Histologically/cytologically confirmed recurrence of NSCLC after curative therapy
with surgery and adjuvant/neoadjuvant chemotherapy

- Must have measurable disease according to RECIST criteria

- ECOG Performance Score of 0-2 determined within 2 weeks prior to enrollment

- Expected survival > 12 weeks

- Adequate bone marrow function,as evidenced by:

1. Absolute neutrophil count (ANC) > 1,500/µL

2. Platelet count > 100,000/µL

3. Hemoglobin > 8 g/dL (determined within 2 weeks prior to enrollment)

- Adequate renal function evidenced by:

1. serum creatinine < 1.5 mg/dL OR

2. calculated creatinine clearance >45 mL/min.

- Adequate hepatic function evidenced by:

1. Serum total bilirubin < 1.5 mg/dL OR less than the upper limit of normal (ULN)

2. Alkaline phosphatase < 3X the ULN for the reference lab (< 5X the ULN for
patients with known hepatic or bony metastases)

3. SGOT/SGPT < 3X the ULN for the reference lab (< 5X the ULN for patients with
known hepatic metastases)

- Must be recovered from both acute and late effects of any prior surgery,
radiotherapy, other antineoplastic therapy

- Signed informed written consent

- Patients of childbearing potential and their partners must agree to use an effective
form of contraception during the study and for 90 days following last dose of study
medication

Exclusion Criteria:

- Patients amenable to a "curative intent" therapeutic approach (re-resection with or
without preoperative or postoperative therapy or chemoradiotherapy without surgery
are not eligible for this study).

- An active infection or with fever > 101.00 F within 3 days of first scheduled day of
protocol treatment

- Active CNS metastases. Patients with stable CNS disease, who have undergone
radiotherapy (or surgery ± radiotherapy) at least 4 weeks prior to planned first
protocol treatment and who have been on stable or decreasing dose of corticosteroids
for >2 weeks are eligible

- Prior malignancy within the past 5 years except for curatively treated basal cell
carcinoma of the skin, cervical intra-epithelial neoplasia, or localized prostate
cancer with a current PSA of < 1.0 mg/dL on 2 successive evaluations, at least 3
months apart, with most recent evaluation no more than 4 weeks prior to entry.

- Any diagnosis of NSCLC occurring after 5 years of curative therapy (surgery plus
adjuvant chemotherapy) for original NSCLC will be considered a second primary rather
than a recurrence and will render patient ineligible for this study. An exception
will be if both tumors are considered the same after a direct pathologic comparison
if both, sponsor and investigator agree.

- Patients that at discretion of the PI have a second primary rather than metastasis
are not eligible

- Known hypersensitivity to any of the components of oxaliplatin or pemetrexed.

- Patients receiving concurrent investigational therapy or who have received
investigational therapy within 30 days of the first scheduled day of protocol
treatment

- Patients who received radiotherapy to more than 33% of their bone marrow or received
any radiotherapy within 4 weeks of entry

- Peripheral neuropathy ≥ Grade 2

- Patients pregnant or lactating

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

- History of allogeneic transplant

- Known history of HIV or Hepatitis B or C infection. Patients with Hepatitis B carrier
status only are eligible.