Inclusion Criteria:

- Patients must have histologically or cytologically confirmed pancreatic
adenocarcinoma that is borderline resectable disease. Borderline resectable lesions
are defined as:

- circumferential tumor abutment with the superior mesenteric vein (SMV) or portal
vein (PV) or SMV/PV confluence over
- circumferential tumor abutment with the superior mesenteric artery (SMA) over

- Short segment encasement (360°) of the PV or SMV that is amenable to partial
vein resection and reconstruction

- encasement of the gastroduodenal artery up to the origin of the hepatic artery

- Patients must have measurable disease

- No previous chemotherapy or radiation to the pancreas

- Eastern Cooperative Oncology Group (ECOG) performance status /=
60%)

- Patients must have normal organ and marrow function as defined below:

- leukocytes >/= 3,000/μL

- absolute neutrophil count >/= 1,000/ μL

- platelets >/= 100,000/ μL

- creatinine within normal institutional limits (ULN)

- total bilirubin will allow for 2x the upper limit of the institution. Patients
may have biliary stents or drains to lower total bilirubin to this range.

- Has a negative serum or urine pregnancy test within 7 days prior to initiation of
therapy (female patients of childbearing potential). Postmenopausal women must have
been amenorrheic for at least 12 months to be considered of non-childbearing
potential. Patients will agree to continue contraception for 30 days from the date of
the last study drug administration.

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

Exclusion Criteria:

- Patients with metastatic disease are ineligible.

- Patients who have had prior chemotherapy for pancreatic adenocarcinoma

- Patients who have received prior radiation to an abdominal site are not eligible.

- Patients with peripheral neuropathy >/= grade 2

- Patients with a history of severe hypersensitivity reaction to Taxotere (docetaxel),
other drugs formulated with polysorbate 80, gemcitabine, or capecitabine

- Patients may not be receiving any other investigational agents.

- ECOG Performance Status 3-4

- Pregnant or breast-feeding women are excluded from this study because
gemcitabine,capecitabine, and docetaxel are Class D agents with the potential for
teratogenic or abortifacient effects.

- Uncontrolled intercurrent illness including, but not limited to, symptomatic
congestive heart failure, unstable angina pectoris, cardiac arrhythmia, or
psychiatric illness/social situations that would limit compliance with study
requirements

- Patients must not have any comorbid inflammatory conditions of the bowel such as
Crohn's Disease.