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)
04/29/2013
(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 04/29/2013   J(1)   20,000 A $ 0.3 40,000 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
Common Stock 04/29/2013   J(3)   23,333 A $ 0.3 174,285 I Belldegrun Family Trust (4)
Common Stock 04/29/2013   J(5)   10,000 A $ 0.3 147,619 I MDRB Partnership, L.P. (6)
Common Stock 04/29/2013   J(7)   13,333 A $ 0.3 26,666 I Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan (8)
Common Stock               24,922 D  
Common Stock               317,155 I Leumi Overseas Trust Corp. Ltd. as TTEE of the BTL Trust (9)

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) $ 2.42               (10) 03/31/2018 Common Stock 199,377   199,377 D  
Stock Option (right to buy) $ 1               (10) 09/29/2019 Common Stock 10,000   10,000 D  
Stock Option (right to buy) $ 1               (10) 09/09/2020 Common Stock 300,000   300,000 D  
Stock Option (right to buy) $ 1               (11) 11/05/2020 Common Stock 10,000   10,000 D  
Class B Warrants (right to buy) $ 0.5649             09/09/2010 09/09/2015 Common Stock 105,000   105,000 I Leumi Overseas Trust Corp. Ltd. as TTEE of the BTL Trust (9)
8% Senior Convertible Debentures $ 0.3             11/26/2012 11/26/2015 Common Stock 1,000,000   1,000,000 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
Series A Warrants (right to buy) $ 0.5             11/26/2012 11/26/2017 Common Stock 1,000,000   1,000,000 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
Series B Warrants $ 0.3             11/26/2012 05/26/2014 Common Stock 1,000,000   1,000,000 I Leumi Overseas Trust Corp. Ltd. as TTEE of the Tampere Trust (2)
Class B Warrants (right to buy) $ 0.5649             09/09/2010 09/09/2015 Common Stock 52,500   52,500 I Belldegrun Family Trust (4)
8% Senior Convertible Debentures $ 0.3             11/26/2012 11/26/2015 Common Stock 1,166,667   1,166,667 I Belldegrun Family Trust (4)
Series A Warrants (right to buy) $ 0.5             11/26/2012 11/26/2017 Common Stock 1,166,667   1,166,667 I Belldegrun Family Trust (4)
Series B Warrants (right to buy) $ 0.3             11/26/2012 05/26/2014 Common Stock 1,166,667   1,166,667 I Belldegrun Family Trust (4)
Class B Warrants (right to buy) $ 0.5649             09/09/2010 09/09/2015 Common Stock 52,500   52,500 I MDRB Partnership, L.P. (6)
8% Senior Convertible Debentures $ 0.3             11/26/2012 11/26/2015 Common Stock 500,000   500,000 I MDRB Partnership, L.P. (6)
Series A Warrants (right to buy) $ 0.5             11/26/2012 11/26/2017 Common Stock 500,000   500,000 I MDRB Partnership, L.P. (6)
Series B Warrants (right to buy) $ 0.3             11/26/2012 05/26/2014 Common Stock 500,000   500,000 I MDRB Partnership, L.P. (6)
8% Senior Convertible Debentures $ 0.3             11/26/2012 11/26/2015 Common Stock 666,667   666,667 I Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan (8)
Series A Warrants (right to buy) $ 0.5             11/26/2012 11/26/2017 Common Stock 666,667   666,667 I Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan (8)
Series B Warrants (right to buy) $ 0.3             11/26/2012 05/26/2014 Common Stock 666,667   666,667 I Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan (8)

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.   05/07/2013
**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) 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.

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