Inclusion Criteria:

- Confirmed diagnosis of primary AML or AML transformed myelodysplastic syndrome (MDS)
with FAB classification other than M3 as proven by bone marrow aspiration.

- Age ≥60 years.

- ECOG performance status of 0-2 (Karnofsky >60%).

- Adequate renal functions: Serum Creatinine < 2 times the upper limit of normal (ULN).

- Adequate hepatic function: serum AST and ALT ≤ 3 x ULN.

- Patients with reproductive potential must use an effective contraceptive method
through the study. Patients must receive contraceptive and/or fertility counseling
prior to entering the study, i.e., information on sperm banking, etc.

Exclusion Criteria:

- Patients receiving any other investigational agents.

- Symptomatic CNS involvement.

- History of pancreatitis or active alcohol abuse.

- Histologic diagnosis of FAB M3 AML.

- Life expectancy of less than 1 month.

- Patient receives Myelotarg (ozogamicin gemtuzumab).

- Use of hematopoietic growth factors such as G-CSF within 1 week prior to treatment
initiation.

- Pregnant or lactating females.

- Patient has known human immunodeficiency virus (HIV) infection or known HIV-related
malignancy; Patient has active hepatitis A, B or C infection.

- Active, uncontrolled, systemic infection considered opportunistic, life threatening,
or of clinical significance at the time of treatment, or any severe concurrent
disease which, in the opinion of the investigator, would make the patient
inappropriate for trial entry.

- The patient has had congestive heart failure - New York Heart Association (CHF-NYHA)
grade II or higher, and/or myocardial infarction within the last 12 months, or any
cardiac disorder which, in the opinion of the Investigator, could put the patient at
risk of clinically relevant arrhythmia.