Inclusion Criteria:

1. Patients with histologically documented diagnosis of advanced/inoperable metastatic
melanoma of skin or mucosal origin are eligible, provided they fulfill the following
conditions:

2. They are 18 years old to 75 years old with measurable (at least 1 cm) metastatic
disease.

3. They have ECOG performance status of 0 or 1.

4. Must be at least 21 days since surgery, radiation therapy and 6 weeks after
immunotherapy with regimens including vaccine, interferon, IL-2 etc. and fully
recovered from adverse effects of these therapies.

5. Must agree not use vaccines for the treatment of cancer or prevention of disease
unless indicated as a component of the protocol regimen (including those for common
medical conditions) for up to one month pre and post dosing with ipilimumab.

6. Required values for initial laboratory tests: WBC: 2000/uL or greater, ANC: 1000/uL
or greater, Platelets: 100 x 103/uL or greater, Hemoglobin: 9 g/dL or greater,
Creatinine: metastasis or, X UNL

7. They have no significant intercurrent illness such as a serious infection which
requires intravenous antibiotics. No active or chronic infection with HIV, Hepatitis
B, or Hepatitis C. No significant psychiatric illness, which includes any life
threatening psychiatric illness that has not been adequately controlled despite
intervention (with or without medication) despite 6 months of therapy. They should
have no GI tract metastasis or bleeding, no autoimmune disease.

8. They have not been previously exposed to any cytotoxic drugs, targeted therapies or
anti CTLA 4 drugs for metastatic melanoma. Patients that received interferon for
melanoma in the adjuvant setting are eligible. Prior radiation therapy for metastatic
melanoma is permitted provided the patient has unirradiated metastatic sites for
response evaluation and any toxicity has returned to baseline.

9. Patients with brain metastases who have been treated with craniotomy and resection or
stereotactic radiosurgery of all symptomatic brain metastases are eligible provided
they are 4 weeks from the procedures, MRI/CT of the brain performed within 3 weeks
from registration fails to show new metastases and they are off of steroids for at
least 2 weeks. Patients previously treated with whole brain radiotherapy are eligible
if they are without tumor progression in the brain at least 8 weeks from completion
of radiotherapy and are asymptomatic. They should be off steroid therapy for at least
2 weeks.

10. Women of childbearing potential (WOCBP) must be using an adequate method of
contraception to avoid pregnancy throughout the study and for up to 8 weeks after the
last dose of investigational product, in such a manner that the risk of pregnancy is
minimized. In general, the decision for appropriate methods to prevent pregnancy
should be determined by discussions between the investigator and the study subject.

11. (Continued 10) WOCBP include any female who has experienced menarche and who has not
undergone successful surgical sterilization (hysterectomy, bilateral tubal ligation,
or bilateral oophorectomy) or is not post-menopausal. Post-menopause is defined as:
1) Amenorrhea 12 consecutive months without another cause, or 2) For women with
irregular menstrual periods and taking hormone replacement therapy (HRT), a
documented serum follicle stimulating hormone (FSH) level 35 mIU/mL.

12. (Continued 11) Women who are using oral contraceptives, other hormonal contraceptives
(vaginal products, skin patches, or implanted or injectable products), or mechanical
products such as an intrauterine device or barrier methods (diaphragm, condoms,
spermicides) to prevent pregnancy, or are practicing abstinence or where their
partner is sterile (eg, vasectomy) should be considered to be of childbearing
potential. WOCBP must have a negative serum or urine pregnancy test (minimum
sensitivity 25 IU/L or equivalent units of HCG) within 72 hours before the start of
ipilimumab.

13. Men should use condoms while participating in this study.

14. must agree not to use vaccines for the treatment of cancer or prevention of disease
unless indicated as a component of the protocol regimen (including those for common
medical conditions) for up to one month pre and post dosing of ipilimumab.

Exclusion Criteria:

1. Patients with Uveal melanoma. Patients with skin or mucosal melanoma who are younger
than 18 years or more than 75 years of age and those with an ECOG performance status
of 2, 3 or 4, or patients without measurable metastases.

2. Patients with prior cytotoxic, targeted therapy or anti-CTLA 4 drugs for metastatic
disease.

3. Patients with significant cardiac illness such as symptomatic coronary artery disease
or previous history of myocardial infarction, impaired left ventricle function or
serious cardiac arrhythmias requiring therapy. Borderline cases must be discussed
with the PI.

4. Patients with significant impairment of pulmonary function on account of chronic
bronchitis or chronic obstructive pulmonary disease (COPD). Pulmonary function test
with the results FEV1 <65% or FVC <65% of predicted. Borderline cases must be
discussed with the PI.

5. Patients on corticosteroids or any other type of immunosuppressive agent (e.g.,
methotrexate, chloroquine, azathioprine, cyclophosphamide) at time of enrollment
only.

6. Patients with history of second malignancies such as basal cell carcinoma, squamous
cell carcinoma and carcinoma in situ of cervix are eligible for therapy. Patients
with history of other types of cancers, are eligible provided that they have been
free of recurrence from second malignancy for at least 3 years. Each case must be
discussed with the PI prior to registration.

7. Patients with symptomatic uncontrolled brain metastasis that is associated with
significant brain edema requiring steroid therapy. Patients will be evaluated by the
principal investigator or his designee. Patients with spinal cord metastasis or
meningeal carcinomatosis.

8. WOCBP who are unwilling or unable to use an acceptable contraceptive method to avoid
pregnancy. Acceptable contraceptive methods are using oral contraceptives, other
hormonal contraceptives (vaginal products, skin patches, implanted or injectable
products), or mechanical products such as an intrauterine device or barrier methods
(diaphragm, condoms, spermicides) to prevent pregnancy, or are practicing abstinence
or where their partner is sterile (eg, vasectomy).