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
                                                                                  
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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 *

Zukiwski Alexander A 		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
__ X __ Officer (give title below)      _____ Other (specify below)
VP & Chief Medical Officer
(Last)          (First)          (Middle)

200 ROUTE 31 NORTH, SUITE 104 		3. Date of Earliest Transaction (MM/DD/YYYY)

1/12/2016
(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)
Code V Amount (A) or (D) Price
Common Stock   1/12/2016     P    144806   (1) A $.35   261832   D  
 

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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   $2.40                      (2) 6/22/2021   Common Stock   109375     109375   D  
 
Stock Option (right to buy)   $2.40                      (3) 6/22/2021   Common Stock   55736     55736   D  
 
Stock Option (right to buy)   $2.40                      (2) 1/14/2023   Common Stock   36562     36562   D  
 
Stock Option (right to buy)   $2.40                      (5) 1/14/2023   Common Stock   12187     12187   D  
 
Stock Option (right to buy)   $2.40                      (4) 11/4/2023   Common Stock   316389     316389   D  
 
Stock Option (right to buy)   $2.90                      (6) 1/24/2024   Common Stock   711301     711301   D  
 
2012 Series A Warrants (right to buy)   $1.36   (7)                  11/26/2012   11/26/2017   Common Stock   183822   (7)   183822   (7) D  
 
2013 Series D Warrants (right to buy)   $2.14   (7)                  10/29/2013   10/29/2018   Common Stock   77880   (7)   77880   (7) D  
 

Explanation of Responses:
( 1)  On January 12, 2016, the Reporting Person was issued 144,806 shares upon the automatic conversion of $50,682.19 of principal and accrued interest under a 6% unsecured convertible promissory note previously issued to the Reporting Person by the Issuer on October 21, 2015.
( 2)  Currently exercisable.
( 3)  On 6/22/2011, the Reporting Person was granted an option to purchase up to 109,375 shares of common stock of the Issuer. Up to 1/3 of the shares subject to the option may vest annually (or a pro rata portion thereof for a period of less than a full year) based on the achievement of cerain performance milestones as determined by the Board of Directors (the 'Board') of the Issuer. On 1/17/2012, the Board determined that options for the prorated period ending 12/31/2011 would vest in the maximum potential amount of 19,278 shares. On 1/14/2013, the Board determined that options for the period ending 12/31/2012 would vest in the maximum potential amount of 36,458 shares.
( 4)  Vests in equal 36-monthly installments commencing 12/4/13.
( 5)  On 1/14/13, the Reporting Person was granted an option to purchase up to 36,562 shares of common stock of the Issuer. 1/3 of the shares subject to the option were immediately vested and up to 1/2 of the remaining shares subject to the option may vest annually, based on the achievement of certain performance milestones as determined by the Board.
( 6)  Vests 25% on first anniversary date and thereafter will vest in 24 equal monthly installments.
( 7)  As a result of the Issuer's 1/12/16 private placement of common stock at $0.35/share, the exercise price and number of shares subject to the 2012 Series A Warrants and 2013 Series D Warrants were automatically adjusted to the exercise price and shares reflected, pursuant to anti-dilution adjustment provisions.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Zukiwski Alexander A
200 ROUTE 31 NORTH
SUITE 104
FLEMINGTON, NJ 08822 		X
VP & Chief Medical Officer

Signatures
/s/ Christopher J. Melsha as Attorney-in-Fact for Alexander A. Zukiwski, M.D. pursuant to Power of Attorney previously filed. 1/14/2016
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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