Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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1. Name and Address of Reporting Person *
Kariv Tomer
 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)

200 ROUTE 31 NORTH, SUITE 104		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2014
(Street)


FLEMINGTON, NJ 08822		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock             639,459 I By Pontifax (Cayman) II L.P. (1)
Common Stock             481,680 I By Pontifax (Israel) II L.P. (1)
Common stock             186,982 I By Pontifax (Israel) II - Individual Investors L.P. (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. 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. SEC 2270 (9-02)

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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2012 Series B Warrants (right to buy) $ 2.4 10/28/2014   D4 (2)   203,682 10/29/2013 10/31/2014 Common Stock
203,682
$ 0 0
I
Pontifax (Cayman) II L.P. (1)
2012 Series B Warrants (right to buy) $ 2.4 10/28/2014   A4 (2) 203,682   10/29/2013 01/31/2015 Common Stock
203,682
$ 0 203,682
I
Pontifax (Cayman) II L.P. (1)
2013 Series E Warrants (right to buy) $ 2.4 10/28/2014   D4 (2)   203,682 10/29/2013 10/31/2014 Common Stock
203,682
$ 0 0
I
Pontifax (Cayman) II L.P. (1)
2013 Series E Warrants (right to buy) $ 2.4 10/28/2014   A4 (2) 203,682   10/29/2013 01/31/2015 Common Stock
203,682
$ 0 203,682
I
Pontifax (Cayman) II L.P. (1)
2012 Series B Warrants (right to buy) $ 2.4 10/28/2014   D4 (2)   153,426 10/29/2013 10/31/2014 Common Stock
153,426
$ 0 0
I
Pontifax (Israel) II L.P. (1)
2012 Series B Warrants (right to buy) $ 2.4 10/28/2014   A4 (2) 153,426   10/29/2013 01/31/2015 Common Stock
153,426
$ 0 153,426
I
Pontifax (Israel) II L.P. (1)
2013 Series E Warrants (right to buy) $ 2.4 10/28/2014   D4 (2)   153,426 10/29/2013 10/31/2014 Common stock
153,426
$ 0 0
I
Pontifax (Israel) II L.P. (1)
2013 Series E Warrants (right to buy) $ 2.4 10/28/2014   A4 (2) 153,426   10/29/2013 01/31/2015 Common Stock
153,426
$ 0 153,426
I
Pontifax (Israel) II L.P. (1)
2012 Series B Warrants (right to buy) $ 2.4 10/28/2014   D4 (2)   59,558 10/29/2013 10/31/2014 Common Stock
59,558
$ 0 0
I
Pontifax (Israel) II - Individual Investors L.P. (1)
2012 Series B Warrants (right to buy) $ 2.4 10/28/2014   A4 (2) 59,558   10/29/2013 01/31/2015 Common Stock
59,558
$ 0 59,558
I
Pontifax (Israel) II - Individual Investors L.P. (1)
2013 Series E Warrants (right to buy) $ 2.4 10/28/2014   D4 (2)   59,558 10/29/2013 10/31/2014 Common Stock
59,558
$ 0 0
I
Pontifax (Israel) II - Individual Investors L.P. (1)
2013 Series E Warrants (right to buy) $ 2.4 10/28/2014   A4 (2) 59,558   10/29/2013 01/31/2015 Common Stock
59,558
$ 0 59,558
I
Pontifax (Israel) II - Individual Investors L.P. (1)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kariv Tomer
200 ROUTE 31 NORTH
SUITE 104
FLEMINGTON, NJ 08822		   X      

Signatures

/s/ Christopher J. Melsha as Attorney-in-Fact for Tomer Kariv pursuant to Power of Attorney previously filed. 02/17/2015
**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) The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(2) The two reported transactions resulted from the Issuer's unilateral extension of the expiration date of two outstanding warrants from 10/31/14 to 1/31/15. Such extension resulted in the deemed cancellation of the "originally" issued old warrant and the issuance of a replacement warrant. The Series B warrant was originally granted on 11/26/12 and the Series E warrant was originally granted on 10/29/13.

Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.