Inclusion Criteria

-INCLUSION CRITERIA:

1. Histologically or cytologically confirmed gastric adenocarcinoma.

2. Metastatic disease must be measurable by CT and/or MRI

Or

There must be a history of positive peritoneal washings or carcinomatosis

3. All disease should be deemed resectable to negative margins (NED) based on imaging
studies.

Note: Patients with both pulmonary and peritoneal metastases will be enrolled at the
discretion of the Principal Investigator.

- Esophageal invasion < 4cm that does not require thoracotomy (Seiwert II and III
lesions).

- Hepatic metastases (unilateral or bilateral less than or equal to 5 lesions,
less than or equal to 15 cm total diameter).

- Primary peritoneal metastases (small disease load less than or equal to P2
disease) without massive ascites or intestinal obstruction.

- Para-aortic lymph node metastases (stations 16 a1 and/or b2).

- Lung metastases (less than or equal to 3 unilateral/bilateral, 9 cm total
diameter).

- Patients who present with both hepatic and peritoneal metastases must have no
evidence of extensive para-aortic/retro-pancreatic lymph node metastases.

4. Greater than or equal to 18 years of age.

5. Must be able to understand and sign the Informed Consent Document.

6. Clinical performance status of ECOG less than or equal to 2.

7. Life expectancy of greater than three months.

8. Patients of both genders must be willing to practice birth control during and for
four months after receiving chemotherapy.

9. Hematology:

- Absolute neutrophil count greater than 1300/mm(3) without the support of
Filgrastim.

- Platelet count greater than 75,000/mm(3).

- Hemoglobin greater than 8.0 g/dl.

10. Chemistry:

- Serum ALT/AST less than or equal to 5 times the upper limit of normal. Except in
the presence of obstructive liver metastases where ALT/AST may be up to 10 times
the upper limit of normal.

- Serum creatinine less than or equal to 1.5 mg/dl unless the measured creatinine
clearance is greater than 60 mL/min/1.73 m(2).

- Total bilirubin less than or equal to 2 mg/dl, except in the presence of
obstructive metastases.

- PT within 2 seconds of the upper limit of normal (INR less than or equal to
1.8).

11. No history of prior/other malignancies within the 2 years prior to enrollment with
the exception of basal cell carcinoma.

EXCLUSION CRITERIA:

1. Prior treatment with FOLFOXIRI (treatment with any of the components as separate
regimens is allowable).

2. Inability to tolerate any of the chemotherapeutic agents.

3. Grade 2 or greater neuropathy.

4. Women of child-bearing potential who are pregnant or breastfeeding because of the
potentially dangerous effects of the chemotherapy on the fetus or infant.

5. Active systemic infections, coagulation disorders or other major medical illnesses of
the cardiovascular, respiratory or immune system; myocardial infarction; cardiac
arrhythmias; obstructive or restrictive pulmonary disease.

6. Brain metastases or a history of brain metastases.

7. Childs B or C cirrhosis or with evidence of severe portal hypertension by history,
endoscopy, or radiologic studies.

8. Weight less than 40 kg.

9. Significant ascites, greater than 1000cc in the absence of peritoneal disease.

10. History of congestive heart failure and/or an LVEF less than 40%.

Note: Patients at increased risk for coronary artery disease or cardiac dysfunction
(e.g., greater than 65yo, diabetes, history of hypertension, elevated LDL, first
degree relative with coronary artery disease) will undergo full cardiac evaluation
and will not be eligible if they demonstrate significant irreversible ischemia on
stress thallium or an ejection fraction < 40%.

11. Significant COPD or other chronic pulmonary restrictive disease with PFT's indicating
an FEV1 less than 50% or a DLCO less than 40% predicted for age.

Note: Patients who have shortness of breath with minimal exertion or who are at risk for
pulmonary disease (e.g., chronic smokers) will undergo pulmonary function testing and will
not be eligible if their FEV1 is less than 50% of expected.