Inclusion Criteria:

- Histological diagnosis of non-small cell lung cancer (NSCLC). Squamous cell
(epidermoid), adenocarcinoma, bronchoalveolar carcinoma, and large cell anaplastic
lung carcinoma histologies are eligible as are mixed histologies of NSCLC (i.e.,
adenosquamous). Mixed NSCLC/small cell lung carcinoma (SCLC), and variant large and
small cell lung cancer are not eligible.

- Stage IIIB (AJCC Stage IIIB - Any T,N3M0 or T4N2M0) or Metastatic (AJCC Stage IV- any
T, any N, M1), progressive, recurrent or refractory NSCLC. Patients may not be
eligible for other curative intent treatment (e.g., surgical resection).

For the purpose of eligibility for this trial, the above-cited disease states are defined
as follows:

- Progressive NSCLC: Defined as increasing measurable disease, or the appearance of new
measurable disease by Response Evaluation Criteria in Solid Tumors (RECIST) criteria
despite treatment.

- Recurrent NSCLC: Defined as the re-appearance of measurable disease, or the
appearance of new measurable disease by RECIST Criteria after prior successful
treatment or complete response.

- Refractory NSCLC: Defined as achieving less than a complete response and having
residual measurable disease by RECIST criteria after prior treatment with
chemotherapy, targeted or small molecules, monoclonal antibodies or any combination
of these.

- Eastern Cooperative Oncology Group (ECOG)Performance Status ≤ 1.

- Serum albumin ≥3.0 gm/dL.

- Expected survival ≥4 months.

- Adequate organ function including:

1. Marrow: Hemoglobin ≥10.0 dm/dL, absolute granulocyte count (AGC)≥1,000/mm^3,
platelets ≥100,000/mm^3, absolute lymphocyte count ≥1000/mm^3.

2. Hepatic: Serum total bilirubin ≤1.5 x upper limit of normal (ULN) with the
exception of <2.9 mg/dL for patients with Gilbert's disease, alanine
aminotransferase (ALT/SGPT) and aspartate aminotransferase (AST/SGOT) ≤2.5 x
ULN.

3. Renal: Serum creatinine (sCr) ≤1.5 x upper limit of normal, or creatinine
clearance (Ccr) ≥50 mL/min.

- Measurable disease as defined by RECIST Criteria.

- Prior therapy for NSCLC that may include surgery, radiation therapy, immunotherapy
and/or ≤ 2 prior chemotherapy regimens (including neoadjuvant and adjuvant
treatment).

- Treatment with a single course of gefitinib(Iressa®) or erlotinib (Tarceva®), or
other small molecule or targeted therapies, or monoclonal antibody therapy (excluding
docetaxel) will be considered and count as prior chemotherapy.

- Patients receiving preoperative (Neoadjuvant) and postoperative adjuvant chemotherapy
(within 12 weeks of surgery) with the same agent(s) will be considered to have
received a single chemotherapy regimen.

- Patients must be ≥ 4 weeks since major surgery, chemotherapy (6-weeks if they were
treated with a nitrosourea or mitomycin) or biotherapy/target therapies and ≥ 2 weeks
since radiotherapy.

- Patients must have the ability to understand the study, its risks, side effects,
potential benefits and be able to give written informed consent to participate.
Patients may not be consented by a durable power of attorney (DPA).

- Male and female subjects of child producing potential must agree to use contraception
or avoidance of pregnancy measures while enrolled on study and receiving the
experimental drug and for one month after the last immunization.

Exclusion Criteria:

- Age < 18-years-old.

- Active central nervous system (CNS) disease, metastases or carcinomatous meningitis.
Patients with CNS metastases must be at least 2 weeks status post prior therapy to
the brain and be off all steroids without progressing CNS disease.

- Hypercalcemia >2.9 mmol/L, unresponsive to standard therapy (e.g., I.V. hydration,
diuretics, calcitonin and/or bisphosphate therapy).

- Pregnant or nursing women due to the unknown effects of immunization on the
developing fetus or newborn infant.

- Other malignancy within three years, unless the probability of recurrence is <5%.
Patients curatively treated for squamous cell carcinoma and basal cell carcinoma of
the skin and carcinoma in situ of the uterine cervix (CIN) or patients with a history
of malignant tumor in the past that have been disease free for at least five years
are also eligible for this study.

- History of organ transplant, or current active immunosuppressive therapy (such as
cyclosporine, tacrolimus, etc.).

- Subjects taking systemic corticosteroid therapy for any reason including replacement
therapy for hypoadrenalism, are not eligible. Subjects receiving inhaled or topical
corticosteroids are eligible. Decadron treatment with docetaxel is acceptable.

- Significant or uncontrolled congestive heart failure (CHF), myocardial infarction,
significant ventricular arrhythmias within the last six months or significant
pulmonary dysfunction.

- Active infection or antibiotics within 48 hours prior to study enrollment, including
unexplained fever (temp > 38.1°C) if deemed clinically significant by the treating
physician.

- Autoimmune disease (e.g., systemic lupus erythematosis (SLE), rheumatoid arthritis
(RA), etc.). Patients with a remote history of asthma or mild active asthma are
eligible.

- Other serious medical conditions that may be expected to limit life expectancy to
less than 2 years (e.g., liver cirrhosis).

- Any condition, psychiatric or otherwise, that would preclude informed consent,
consistent follow-up or compliance with any aspect of the study (e.g., untreated
schizophrenia or other significant cognitive impairment, etc).

- A known allergy to any component of the HyperAcute®-Lung immunotherapy or cell lines
from which it is derived.

- Patients having undergone splenectomy.

- Known HIV positive.

- Subjects who received any prior treatment with docetaxel or pemetrexed are excluded.
Patients who have received gemcitabine in first line therapy but do not have squamous
cell carcinoma, will be eligible as they can receive pemetrexed for the salvage
regimen.