Inclusion Criteria:

- written informed consent

- At least 18 years old.

- Histologically confirmed, FIGO stage II-IV epithelial ovarian, fallopian tube or
primary peritoneal carcinoma that was treated with surgical debulking and at least
five cycles of platinum-taxane doublet chemotherapy.

- Study randomization at least 3 weeks and not more than 12 weeks from the date of the
last chemotherapy dose, and all major toxicities from the previous chemotherapy must
have resolved.

- No evidence of disease progression

- ECOG status of 0 or 1.

- Able to swallow and retain oral medication.

- Adequate hematologic, hepatic, and renal system function as follows:

Hematologic

- Absolute neutrophil count (ANC) at least 1.5 X 10^9/L

- Hemoglobin at least 9 g/dL (or 5.59 mmol/L)

- Platelets at least 100 X 10^9/L

- Prothrombin time (PT) or international normalized ratio (INR) up to 1.2 X ULN

- Activated partial thromboplastin time (aPTT) up to 1.2 X ULN Hepatic

- Total bilirubin up to 1.5 X ULN

- AST and ALT up to 2.5 X ULN Renal

- Serum creatinine up to 1.5 mg/dL

Or, if greater than 1.5 mg/dL:

Calculated creatinine clearance at least 50 mL/min Urine Protein

- Urine protein is 0, trace, or +1 determined by dipstick urinalysis, or < 1.0 gram
determined by 24- hour urine protein analysis.

- Non-childbearing potential (i.e., physiologically incapable of becoming pregnant) OR
childbearing potential, and agrees to use adequate contraception.

Exclusion Criteria:

- Either (a) bulky disease, or (b) any residual disease which in the opinion of the
investigator will need imminent second-line therapy

- Synchronous primary endometrial carcinoma, or a past history of primary endometrial
carcinoma, are excluded unless certain conditions are met.

- Clinically significant gastrointestinal abnormalities

- Prolongation of corrected QT interval (QTc) > 480 msecs

- History of any one or more cardiovascular conditions within the past 6 months prior
to randomization

- Poorly controlled hypertension

- History of cerebrovascular accident (including transient ischemic attacks), pulmonary
embolism or untreated deep venous thrombosis (DVT) within the past 6 months prior to
randomization

- Major surgery (including interval debulking) or trauma within 28 days, or minor
surgical procedures within 7 days, prior to randomization, or has any non-healing
wound, fracture, or ulcer.

- Evidence of active bleeding or bleeding diathesis.

- Hemoptysis within 6 weeks prior to randomization.

- Endobronchial metastases.

- Serious and/or unstable pre-existing medical (e.g., uncontrolled infection),
psychiatric, or other condition that could interfere with subject's safety, provision
of informed consent, or compliance to study procedures.

- Investigational or anti-VEGF anticancer therapy prior to study randomization.

- Known immediate or delayed hypersensitivity reaction or idiosyncrasy to drugs
chemically related to pazopanib.