Phase I/II Study of Combination Everolimus (RAD001), and Rituximab (Rituxan), OR Everolimus, Bortezomib (Velcade, PS-341), and Rituximab in Patients With Relapsed and/or Relapsed/Refractory Waldenstrom's Macroglobulinemia

Inclusion Criteria:

- 18 years of age or older

- Patients must have received prior therapies for their WM and have relapsed or
refractory WM requiring therapy. Any number of prior therapies is acceptable.
Patients must not have been refractory to rituximab. The last rituximab must be at
least 3 months prior to the start of treatment. Prior treatment with bortezomib
and/or everolimus is permitted.

- Measurable monoclonal IgM protein in the serum OR measurable quantitative
immunoglobulin M (serum IgM).

- Lymphoplasmacytic cells in the bone marrow during any previous bone marrow biopsy.

- CD20 positive disease based on any previous bone marrow immuno-histochemistry or flow
cytometric analysis performed prior to enrollment.

- ECOG Performance Status 0, 1 or 2

- Laboratory values as outlined in the protocol

- Capable of swallowing intact study medication tablets

- Life expectancy of 12 weeks or greater

Exclusion Criteria:

- Uncontrolled infection

- Other active malignancies

- Cytotoxic chemotherapy 3 weeks or less, or biologic or targeted novel therapy 2 weeks
or less, or corticosteroids 2 weeks or less, or radiation therapy 2 weeks or less, or
any ancillary treatment considered investigation 2 weeks or less, prior to
registration. Patients may be receiving chronic corticosteroids if they are being
given for disorders other than WM.

- Pregnant women, nursing women, men or women of childbearing potential who are
unwilling to employ adequate contraception throughout the trial and for 8 weeks after
the last dose of study treatment.

- Known to be HIV positive, or Hepatitis B positive. If the status of HIV is not known
and patients are not at risk, then patients will not be specifically tested for HIV.
Patients will be tested for Hepatitis B at time of screening. If patients are not
considered high risk and have been vaccinated at an earlier date, results of the test
are not required at the time of registration. For patients that are high risk,
results must be obtained prior to registration.

- Patient has Grade 2 or higher peripheral neuropathy within 14 days of enrollment

- Diagnosed or treated for another malignancy within 3 years of enrollment, with the
exception of complete resection fo basal cell carcinoma or squamous cell carcinoma of
the skin, an in situ malignancy, or low-risk prostate cancer after curative therapy.

- Severely impaired lung function

- Uncontrolled diabetes

- Liver disease such as cirrhosis, chronic active hepatitis or chronic persistent
hepatitis

- Impairment of gastrointestinal function or gastrointestinal disease

- Patients with active, bleeding diathesis

- Myocardial infarction within 6 months prior to enrollment or had NYHA Class III or IV
heart failure, uncontrolled angina, severe uncontrolled ventricular arrhythmias, or
electrocardiographic evidence of acute ischemia or active conduction system
abnormalities.

- Hypersensitivity to everolimus or other rapamycins or to is excipients

- Patients who may need or are receiving live vaccines for immunization

- Serious medical or psychiatric illness likely to interfere with participation in this
clinical study