Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 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 ^* Belldegrun Arie	2. Issuer Name and Ticker or Trading Symbol Arno Therapeutics, Inc [ ARNI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) C/O ARNO THERAPEUTICS, INC., 200 ROUTE 31 NORTH, SUITE 104	3. Date of Earliest Transaction (MM/DD/YYYY) 4/29/2013
(Street) FLEMINGTON, NJ 08822 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	4/29/2013		J ⁽¹⁾		20000	A	$.30	40000	I	Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust ⁽²⁾
Common Stock	4/29/2013		J ⁽³⁾		23333	A	$.30	174285	I	Belldegrun Family Trust ⁽⁴⁾
Common Stock	4/29/2013		J ⁽⁵⁾		10000	A	$.30	147619	I	MDRB Partnership, L.P. ⁽⁶⁾
Common Stock	4/29/2013		J ⁽⁷⁾		13333	A	$.30	26666	I	Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan ⁽⁸⁾
Common Stock								24922	D
Common Stock								317155	I	Leumi Overseas Trust Corp. Ltd. as TTEE of the BTL Trust ⁽⁹⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$2.42							⁽¹⁰⁾	3/31/2018	Common Stock	199377		199377	D
Stock Option (right to buy)	$1.00							⁽¹⁰⁾	9/29/2019	Common Stock	10000		10000	D
Stock Option (right to buy)	$1.00							⁽¹⁰⁾	9/9/2020	Common Stock	300000		300000	D
Stock Option (right to buy)	$1.00							⁽¹¹⁾	11/5/2020	Common Stock	10000		10000	D
Class B Warrants (right to buy)	$.5649							9/9/2010	9/9/2015	Common Stock	105000		105000	I	Leumi Overseas Trust Corp. Ltd. as TTEE of the BTL Trust ⁽⁹⁾
8% Senior Convertible Debentures	$.30							11/26/2012	11/26/2015	Common Stock	1000000		1000000	I	Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust ⁽²⁾
Series A Warrants (right to buy)	$.50							11/26/2012	11/26/2017	Common Stock	1000000		1000000	I	Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust ⁽²⁾
Series B Warrants	$.30							11/26/2012	5/26/2014	Common Stock	1000000		1000000	I	Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust ⁽²⁾
Class B Warrants (right to buy)	$.5649							9/9/2010	9/9/2015	Common Stock	52500		52500	I	Belldegrun Family Trust ⁽⁴⁾
8% Senior Convertible Debentures	$.30							11/26/2012	11/26/2015	Common Stock	1166667		1166667	I	Belldegrun Family Trust ⁽⁴⁾
Series A Warrants (right to buy)	$.50							11/26/2012	11/26/2017	Common Stock	1166667		1166667	I	Belldegrun Family Trust ⁽⁴⁾
Series B Warrants (right to buy)	$.30							11/26/2012	5/26/2014	Common Stock	1166667		1166667	I	Belldegrun Family Trust ⁽⁴⁾
Class B Warrants (right to buy)	$.5649							9/9/2010	9/9/2015	Common Stock	52500		52500	I	MDRB Partnership, L.P. ⁽⁶⁾
8% Senior Convertible Debentures	$.30							11/26/2012	11/26/2015	Common Stock	500000		500000	I	MDRB Partnership, L.P. ⁽⁶⁾
Series A Warrants (right to buy)	$.50							11/26/2012	11/26/2017	Common Stock	500000		500000	I	MDRB Partnership, L.P. ⁽⁶⁾
Series B Warrants (right to buy)	$.30							11/26/2012	5/26/2014	Common Stock	500000		500000	I	MDRB Partnership, L.P. ⁽⁶⁾
8% Senior Convertible Debentures	$.30							11/26/2012	11/26/2015	Common Stock	666667		666667	I	Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan ⁽⁸⁾
Series A Warrants (right to buy)	$.50							11/26/2012	11/26/2017	Common Stock	666667		666667	I	Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan ⁽⁸⁾
Series B Warrants (right to buy)	$.30							11/26/2012	5/26/2014	Common Stock	666667		666667	I	Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan ⁽⁸⁾

Explanation of Responses:
( 1)	Shares issued in lieu of cash payment of liquidated damages in the amount of $6,000, pursuant to the terms of a Registration Rights Agreement dated November 26, 2012 among the Issuer and the investors identified therein, as amended on March 25, 2013.
( 2)	Although the Reporting Person is not a trustee of the Tampere Trust, the Reporting Person is a beneficiary of the Tampere Trust, and as such may be deemed to be the beneficial owner of the securities owned by the Tampere Trust. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
( 3)	Shares issued in lieu of cash payment of liquidated damages in the amount of $7,000, pursuant to the terms of a Registration Rights Agreement dated November 26, 2012 among the Issuer and the investors identified therein, as amended on March 25, 2013.
( 4)	The Reporting Person is the trustee of the family trust that owns the securities. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
( 5)	Shares issued in lieu of cash payment of liquidated damages in the amount of $3,000, pursuant to the terms of a Registration Rights Agreement dated November 26, 2012 among the Issuer and the investors identified therein, as amended on March 25, 2013.
( 6)	The Reporting Person is the managing partner of the limited partnership that owns the securities. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
( 7)	Shares issued in lieu of cash payment of liquidated damages in the amount of $4,000, pursuant to the terms of a Registration Rights Agreement dated November 26, 2012 among the Issuer and the investors identified therein, as amended on March 25, 2013.
( 8)	The Reporting Person is the trustee of the profit sharing plan that owns the securities.
( 9)	Although the Reporting Person is not a trustee of the BTL Trust, the Reporting Person is a beneficiary of the BTL Trust, and as such may be deemed to be the beneficial owner of the securities owned by the BTL Trust. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
( 10)	Currently exercisable.
( 11)	Vests in three equal annual installments commencing 11/5/11.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Belldegrun Arie C/O ARNO THERAPEUTICS, INC. 200 ROUTE 31 NORTH, SUITE 104 FLEMINGTON, NJ 08822	X

Signatures
/s/ Christopher J. Melsha as Attorney-in-Fact for Arie S. Belldegrun pursuant to a Power of Attorney previously filed.		5/7/2013
^** 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 4(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).
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