Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Proniuk Stefan
 2. Date of Event Requiring Statement (Month/Day/Year)
01/25/2013		 3. Issuer Name and Ticker or Trading Symbol
Arno Therapeutics, Inc [ARNI]
(Last)
(First)
(Middle)
200 ROUTE 31 NORTH, SUITE 104		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP of Product Development
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

FLEMINGTON, NJ 08822		 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 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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   (1) 06/20/2021 Common Stock 137,500 $ 0.3 D  
Stock Option (right to buy)   (2) 06/20/2021 Common Stock 57,534 $ 0.3 D  
Stock Option (right to buy)   (3) 09/19/2021 Common Stock 80,000 $ 0.3 D  
Stock Option (right to buy)   (4) 01/14/2023 Common Stock 55,000 $ 0.3 D  
Stock Option (right to buy)   (5) 01/14/2023 Common Stock 18,333 $ 0.3 D  
8% Senior Convertible Debentures 11/26/2012 11/26/2015 Common Stock 66,667 $ 0.3 D  
Series A Warrants (right to buy) 11/26/2012 11/26/2017 Common Stock 66,667 $ 0.5 D  
Series B Warrants (right to buy) 11/26/2012 05/26/2014 Common Stock 66,667 $ 0.3 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Proniuk Stefan
200 ROUTE 31 NORTH
SUITE 104
FLEMINGTON, NJ 08822		       VP of Product Development  

Signatures

/s/ Stefan Proniuk, Ph.D. 01/25/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 25% vested on 6/20/11 and 6/20/12, thereafter in 24 equal monthly installments.
(2) On 6/22/2011, the Reporting Person was granted an option to purchase up to 112,500 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 certain 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 20,034 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 37,500 shares.
(3) 50% vested on 9/19/11 and thereafter in 24 equal monthly installments.
(4) 1/3 vested on 1/14/13 and thereafter will vest in 24 equal monthly installments, commencing 1/31/13.
(5) On 1/14/2013, the Reporting Person was granted an option to purchase up to 55,000 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.

Note: File three copies of this Form, one of which must be manually signed. If space 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.