Inclusion Criteria:

• Patients must have histologically-confirmed ovarian cancer, primary peritoneal cancer, or fallopian tube cancer with advanced and/or metastatic disease. All patients must be considered platinum- and taxane- resistant.

• Platinum resistance is defined as:

  1. Progression of disease during platinum or taxane chemotherapy, or
  2. Progression of disease within 6 months of completing platinum or taxane chemotherapy
  3. Failure to achieve a complete response, with persistent macroscopic disease, after 6 cycles of chemotherapy, if the last two cycles had no measurable change in disease status
• Patients may have had any number of prior chemotherapy regimens, except high dose chemotherapy an/or peripheral blood stem cell transplantation (high dose: higher than the standard doses of chemotherapy)
• Patients must have measurable disease.
• Zubrod performance status of < 2.
• Patients must give voluntary written informed consent before performance of any study-related procedure not part of normal medical care.

• Adequate liver, renal and bone marrow function, defined as:

  • Absolute neutrophil count (ANC) >1.5x10^9/L.
  • Platelets >100x10^9/L
  • Total bilirubin <1.7 umol/L
  • Alanine transaminase (ALT) and aspartate transaminase (AST) <1.5xULN
  • Alkaline phosphatase <2.5xULN.
  • Serum creatinine <1.5xULN.

Exclusion Criteria:

• Chemotherapy within four weeks of first course of PS-341. (Patients may have been on hormonal therapy).
• Patients who previously received high-dose chemotherapy (higher than the standard doses of chemotherapy) and/or peripheral blood stem cell transplantation.
• Radiation therapy within four weeks of enrollment (excepting palliative XRT).
• Patients not recovered from toxic effects of previous chemotherapy, radiation therapy, or antibody therapy.
• Patients with > Grade 2 peripheral neuropathy.
• Surgery within four weeks of study enrollment.
• History of severe hypersensitivity reaction to carboplatin
• Electrocardiographic evidence of acute ischemia or new conduction system abnormalities.
• Myocardial infarction within six months of enrollment.
• Patients with brain metastases or central nervous system disease as evidenced by clinical symptoms.
• History of other malignancy, except nonmelanoma skin cancer or carcinoma in-situ of the cervix, unless in complete remission and off all therapy for that disease for a minimum of 5 years. Chemotherapy given for prior cancers will not exclude patients from participating in this study.
• Patients with previously documented human immunodeficiency virus (HIV) infection. HIV-positive patients are excluded from the study based on theoretical concerns regarding the effect of PS-341 on certain aspects of immune function. NF-KB is a critical T cell activation protein (including through CD40L/CD 154 stimulation) and also is involved in cytokine production. Because PS 341 effectively blocks NF-KB and therefore could reduce or block the ability of T lymphocytes and other immune cells to fight HIV, PS-341 should not be administered to HIV-positive patients. Additional experiments in animal models are being conducted to better elucidate the effects of PS-341 on HIV.
• Uncontrolled intercurrent illness including, but not limited to, ongoing or active infection, symptomatic congestive heart failure, unstable angina pectoris, or cardiac arrhythmia.
• Other serious medical or psychiatric illness that could, in the investigator's opinion, potentially interfere with the completion of treatment according to this protocol.
• Patients who are pregnant, suspected to be pregnant, or breast-feeding.
• Patients with a known hypersensitivity to PS-341, boron, or mannitol.