Inclusion Criteria:

1. All patients must have histologically or cytologically confirmed T3/4 and/or node
positive adenocarcinoma of the rectum with the inferior border within 12 cm from the
anal verge without evidence of distant metastases, as evaluated by computed
tomography, ultrasonography, MRI or clinically.

2. Patients must have normal organ and marrow function as defined below:

leukocytes >3,000/mcL absolute neutrophil count >1,500/mcL platelets >100,000/mcL
total bilirubin within normal institutional limits AST(SGOT)/ALT(SGPT) greater than
2.5 X institutional upper limit of normal creatinine within normal institutional
limits

3. Age >21 years

4. Patients must have ECOG performance status of 0-2.

5. Patients must be 18 years old or greater.

6. The tumor must be considered by the surgeon to be amenable to curative resection.

7. Ability to understand and the willingness to sign a written informed consent
document.

8. Women of child-bearing potential and men must agree to use adequate contraception
(hormonal or barrier method of birth control; abstinence) prior to study entry and
for the duration of study participation. Should a woman become pregnant or suspect
she is pregnant while participating in this study, she should inform her treating
physician immediately.

Exclusion Criteria:

1. Patients who have had prior chemotherapy or radiotherapy.

2. Patients may not be receiving any other investigational agents.

3. Patients with stage I or IV cancer of the rectum.

4. History of allergic reactions attributed to compounds of similar chemical or biologic
composition to cetuximab, oxaliplatin or capecitabine.

5. Uncontrolled intercurrent illness including, but not limited to, ongoing or active
infection, symptomatic congestive heart failure, unstable angina pectoris, cardiac
arrhythmia, or psychiatric illness/social situations that would limit compliance with
study requirements.

6. Inability to take oral medications.

7. Pregnant women are excluded from this study because agents use in the study may cause
fetal harm.

8. HIV-positive patients on combination antiretroviral therapy are ineligible because of
the potential for pharmacokinetic interactions with docetaxel. In addition, these
patients are at increased risk of lethal infections when treated with
marrow-suppressive therapy.

9. History of other malignancies within 5 years, except non-melanoma skin cancer, in
situ carcinoma of the cervix or ductal carcinoma of the breast. Previous invasive
cancer permitted if disease-free at least 5 years.