Ownership Submission
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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
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 (Month/Day/Year)
01/24/2014
(Street)

FLEMINGTON, NJ 08822
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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               3,115 D  
Common Stock               143,809 I Leumi Overseas Trust Corp. Ltd. as TTEE of the BTL Trust (1)
Common Stock               254,887 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
Common Stock               379,294 I Belldegrun Family Trust (3)
Common Stock               174,644 I MDRB Partnership, L.P. (4)
Common Stock               100,481 I Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan (5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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) $ 19.36               (6) 03/31/2018 Common Stock 24,922   24,922 D  
Stock Option (right to buy) $ 8               (6) 09/29/2019 Common Stock 1,250   1,250 D  
Stock Option (right to buy) $ 8               (6) 09/09/2020 Common Stock 37,500   37,500 D  
Stock Option (right to buy) $ 8               (7) 11/05/2020 Common Stock 1,250   1,250 D  
Stock Option (right to buy) $ 2.4               (8) 11/04/2023 Common Stock 3,559,296   3,559,296 D  
Stock Option (right to buy) $ 2.9 01/24/2014   A   68,448     (9) 01/24/2024 Common Stock 68,448 $ 0 68,448 D  
2010 Class B Warrants (right to buy) $ 3.08             09/09/2010 09/09/2015 Common Stock 13,125   13,125 I Leumi Overseas Trust Corp. Ltd. as TTEE of the BTL Trust (1)
2013 Series D Warrants (right to buy) $ 4             10/29/2013 10/29/2018 Common Stock 104,166   104,166 I Leumi Overseas Trust Corp. Ltd. as TTEE of the BTL Trust (1)
2013 Series E Warrants (right to buy) $ 2.4             10/29/2013 10/31/2014 Common Stock 104,166   104,166 I Leumi Overseas Trust Corp. Ltd. as TTEE of the BTL Trust (1)
2012 Series A Warrants (right to buy) $ 2.4             11/26/2012 11/26/2017 Common Stock 208,333   208,333 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
2012 Series B Warrants (right to buy) $ 2.4             10/29/2013 10/31/2014 Common Stock 125,000   125,000 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
2013 Series D Warrants (right to buy) $ 4             10/29/2013 10/29/2018 Common Stock 104,166   104,166 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
2013 Series E Warrants (right to buy) $ 2.4             10/29/2013 10/31/2014 Common Stock 104,166   104,166 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
2010 Class B Warrants (right to buy) $ 3.08             09/09/2010 09/09/2015 Common Stock 6,562   6,562 I Belldegrun Family Trust (3)
2012 Series A Warrants (right to buy) $ 2.4             11/26/2012 11/26/2017 Common Stock 243,055   243,055 I Belldegrun Family Trust (3)
2012 Series B Warrants (right to buy) $ 2.4             10/29/2013 10/31/2014 Common Stock 145,833   145,833 I Belldegrun Family Trust (3)
2013 Series D Warrants (right to buy) $ 4             10/29/2013 10/29/2018 Common Stock 187,500   187,500 I Belldegrun Family Trust (3)
2013 Series E Warrants (right to buy) $ 2.4             10/29/2013 10/31/2014 Common Stock 187,500   187,500 I Belldegrun Family Trust (3)
2010 Class B Warrants (right to buy) $ 3.08             09/09/2010 09/09/2015 Common Stock 6,562   6,562 I MDRB Partnership, L.P. (4)
2012 Series A Warrants (right to buy) $ 2.4             11/26/2012 11/26/2017 Common Stock 104,166   104,166 I MDRB Partnership, L.P. (4)
2012 Series B Warrants (right to buy) $ 2.4             10/29/2013 10/31/2014 Common Stock 62,500   62,500 I MDRB Partnership, L.P. (4)
2013 Series D Warrants (right to buy) $ 4             10/29/2013 10/29/2018 Common Stock 83,333   83,333 I MDRB Partnership, L.P. (4)
2013 Series E Warrants (right to buy) $ 2.4             10/29/2013 10/31/2014 Common Stock 83,333   83,333 I MDRB Partnership, L.P. (4)
2012 Series A Warrants (right to buy) $ 2.4             11/26/2012 11/26/2017 Common Stock 138,888   138,888 I Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan (5)
2012 Series B Warrants (right to buy) $ 2.4             10/29/2013 10/31/2014 Common Stock 83,333   83,333 I Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan (5)

Reporting Owners

Reporting Owner Name / Address Relationships
 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.   01/28/2014
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 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.
(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) 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.
(4) 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.
(5) The Reporting Person is the trustee of the profit sharing plan that owns the securities.
(6) Currently exercisable.
(7) Vests in three equal annual installments commencing 11/5/11.
(8) Vests in equal 36-monthly installments commencing 12/4/13.
(9) Vests in equal 12-monthly installments commencing 2/24/14.

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