Inclusion Criteria:

- Unresectable of metastatic HCC. Patients must have prior core biopsy to confirm the
diagnosis of HCC and have archived tissues available for correlative studies

- At least one measurable site of disease according to RECIST criteria that has not
been previously irradiated. If it has had previous radiation to teh marker
lesion(s), there must be evidence of progression since the radiation

- 0-2 prior systemic chemotherapy and biologic regimens for hepatocellular carcinoma

- Patients with prior chemoembolization history can participate in the study if the
chemoembolization was performed more than 4 weeks ago and patients must have
measurable disease outside of prior chemoembolization field

- 18 years of age or older

- Minimum of 4 weeks since any major surgery or completion of radiation

- Minimum of 4 weeks since completion of all prior systemic anticancer therapy

- ECOG performance status of 0-2

- CLIP score of equal to or less then 3

- Adequate bone marrow, liver and renal function as outlined in the protocol

Exclusion Criteria:

- Prior treatment with any investigational drug within the preceding 4 weeks

- Chronic treatment with systemic steroids or another immunosuppressive agent

- Uncontrolled brain or leptomeningeal metastases, including patients who continue to
require glucocorticoids for brain or leptomeningeal metastases

- Patients with any severe and/or uncontrolled medical conditions or other condition
that could affect participation in the study

- Known history of HIV seropositivity

- Impairment of gastrointestinal function or gastrointestinal disease that may
significantly alter the absorption of RAD001

- Active, bleeding diathesis

- Women who are pregnant or breast feeding

- Patients who have received prior treatment with an mTor inhibitor

- Patients with known hypersensitivity to RAD001 or other rapamycins or its excipients

- History of non-compliance to medical regimens

- Patients with a positive dipstick for urine protein (reading of 2+ or greater) will
then undergo a 24-hour urine collection for protein. If patients have a 2g or
greater of protein/24hr, they will be excluded from the study.