Inclusion Criteria:

- Pathologically/histologically confirmed NSCLC

- Advance NSCLC (stage IIIB w/ effusion, stage IV, or recurrent disease)

- Measurable disease

- Two prior systemic anti-cancer (cytotoxic or biologic) regimens for
advanced/metastatic disease, including one (1) platinum-based chemotherapy

- Prior treatment allowed if side effects have resolved and 3 weeks has passed since
last dose of treatment (1 week for palliative radiation therapy)

- ECOG performance status 0, 1, or 2

- Patients with brain metastases are allowed, if clinically stable after treatment

- Normal liver, kidney, and marrow function

- 18 years of age or older

- Negative pregnancy test for women of child-bearing potential.

- Life expectancy 3 months or more

- No concurrent use of other antitumor agents

Exclusion Criteria:

- Prior therapy with vorinostat, HDAC inhibitors, or bortezomib

- Pre-existing neuropathy grade >/= 2

- Myocardial infarction within 6 months prior to enrollment or have NY Heart
Association Class III or Class IV heart failure

- Have taken valproic acid
- Previous or current malignancies of other histologies within the past 5 years, except
cervical carcinoma in situ and adequately treated basal cell or squamous cell
carcinoma of the skin

- Hypersensitivity to bortezomib, boron, or mannitol

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

- Pregnant women

- HIV positive patients

- Hepatitis infection (HCV or HBV) patients