Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

WEXFORD CAPITAL LP

2. Date of Event Requiring Statement (MM/DD/YYYY) 1/25/2013

3. Issuer Name and Ticker or Trading Symbol

Arno Therapeutics, Inc [ARNI]

(Last) (First) (Middle)

411 WEST PUTNAM AVENUE, SUITE 125

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director ___ X ___ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)

GREENWICH, CT 06830

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	418876	I	By: Kappa Investors LLC ⁽¹⁾ ⁽³⁾ ⁽⁴⁾
Common Stock	2828169	I	By: Wexford Spectrum Investors LLC ⁽²⁾ ⁽³⁾ ⁽⁴⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Warrants (right to buy)	6/2/2008	6/2/2013	Common Stock	24732	$2.42	I	By: Kappa Investors LLC ⁽¹⁾ ⁽³⁾ ⁽⁴⁾
Class A Warrants (right to buy)	9/9/2010	3/9/2013	Common Stock	13441	$0.5268	I	By: Kappa Investors LLC ⁽¹⁾ ⁽³⁾ ⁽⁴⁾
Class B Warrants (right to buy)	9/9/2010	9/9/2015	Common Stock	70564	$0.5649	I	By: Kappa Investors LLC ⁽¹⁾ ⁽³⁾ ⁽⁴⁾
Class A Warrants (right to buy)	9/9/2010	3/9/2013	Common Stock	85759	$0.5268	I	By: Wexford Spectrum Investors LLC ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Class B Warrants (right to buy)	9/9/2010	9/9/2015	Common Stock	450236	$0.5649	I	By: Wexford Spectrum Investors LLC ⁽²⁾ ⁽³⁾ ⁽⁴⁾

Explanation of Responses:
( 1)	The Common Stock and Warrants are held directly by Kappa Investors LLC ("Kappa").
( 2)	The Common Stock and Warrants are held directly by Wexford Spectrum Investors LLC ("WSI", and together with Kappa, the "Funds").
( 3)	This form is jointly filed by Wexford Capital LP ("Wexford"), Charles E. Davidson ("Davidson"), Joseph M. Jacobs ("Jacobs") and Wexford GP LLC ("Wexford GP"). The securities shown as beneficially owned by Davidson, Jacobs, Wexford GP and Wexford, reflect securities owned of record by the Funds. Wexford serves as manager for the Funds and as such may be deemed to share beneficial ownership of the securities beneficially owned by the Funds, but disclaims such beneficial ownership to the extent such beneficial ownership exceeds its pecuniary interest. (*continued under Footnote (4) below).
( 4)	(*continued from Footnote (3) above) Wexford GP, as the general partner of Wexford, may be deemed to share beneficial ownership of the securities beneficially owned by the Funds, but disclaims such beneficial ownership to the extent such beneficial ownership exceeds its pecuniary interest. Messrs. Davidson and Jacobs, as the controlling persons of Wexford GP, may be deemed to share beneficial ownership of any securities beneficially owned by the Funds for which Wexford serves as manager, but disclaim such beneficial ownership to the extent such beneficial ownership exceeds their pecuniary interest.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
WEXFORD CAPITAL LP 411 WEST PUTNAM AVENUE SUITE 125 GREENWICH, CT 06830		X
JACOBS JOSEPH C/O WEXFORD CAPITAL LP 411 WEST PUTNAM AVENUE, SUITE 125 GREENWICH, CT 06830		X
Wexford GP LLC C/O WEXFORD CAPITAL LP SUITE 125 GREENWICH, CT 06830		X
DAVIDSON CHARLES E C/O WEXFORD CAPITAL LP 411 WEST PUTNAM AVE. GREENWICH, CT 06830		X

Signatures
Arthur H. Amron, Vice President and Assistant Secretary of Wexford GP LLC, the General Partner of Wexford Capital LP		1/25/2013
^** Signature of Reporting Person		Date
Arthur H. Amron, Vice President and Assistant Secretary of Wexford GP LLC		1/25/2013
^** Signature of Reporting Person		Date
Charles E. Davidson		1/25/2013
^** Signature of Reporting Person		Date
Joseph M. Jacobs		1/25/2013
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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