Inclusion Criteria:

- Acute myeloid leukemia (AML) as defined by WHO criteria, any subtype, de novo or
secondary, except acute promyelocytic leukemia (APL)

- One of the following:

- Previously untreated, with adverse-risk cytogenetics, including any one of the
following:

- Complete or partial deletion of chromosome 7

- Complete or partial deletion of chromosome 5

- At least 3 numerical or structural abnormalities, other than t(15;17),
t(8;21) or inv(16) or variant

- 11q23 abnormalities

- Inv(3) or variant such as t(3;3)

- Previously untreated, transformed from prior myelodysplastic syndrome (MDS) or
myeloproliferative disorder (MPD) other than CML

- Persistent leukemia following one cycle of 3+7 induction therapy (cytarabine
plus either daunorubicin or idarubicin), any cytogenetic risk group

- Left ventricular ejection fraction (LVEF) > 50% based on MUGA scan or 2-D
echocardiogram

- Serum creatinine ≤ 1.5 x upper limit of normal (ULN)

- Serum bilirubin ≤ 1.5x ULN

- Serum AST or ALT ≤ 2.5 x ULN

- ECOG performance status 0-2 (Karnofsky ≥ 60%)

- WBC ≤ 100 x 10^9/L

- Hydroxyurea to reduce the WBC is permitted up to 24 hours prior to starting
chemotherapy

- Fertile patients must use adequate contraception (hormonal or barrier method of birth
control; abstinence) prior to study entry and for the duration of study participation

- Ability to understand and the willingness to sign a written informed consent document

- No patients who have had chemotherapy, radiotherapy, or investigational agents within
4 weeks (6 weeks for nitrosoureas or mitomycin C) prior to entering the study or
those who have not recovered from adverse events due to agents administered more than
4 weeks earlier

- No patients who have received prior radiation greater than 3000 cGy to
marrow-producing areas

- Patients may not be receiving any other investigational agents

- No patients with active CNS leukemia

- Prior CNS leukemia is permitted provided the cerebrospinal fluid has cleared and
there is no other evidence of active CNS leukemia

- No prior therapy for AML with decitabine, azacitidine, mitoxantrone, or etoposide

- No prior therapy with azacitidine or decitabine for pre-existing MDS

- No history of allergic reactions attributed to decitabine, azacitidine, etoposide,
mitoxantrone, or compounds of similar chemical or biologic composition

- No uncontrolled intercurrent illness including, but not limited to:

- Active uncontrolled infection

- Symptomatic congestive heart failure

- Unstable angina pectoris

- Cardiac arrhythmia

- Psychiatric illness/social situations that would limit compliance with study
requirement

- HIV-positive patients with CD counts less than 500/mm^3 and/or a history of
HIV/AIDS-related complications will be excluded from the study