Phase I Study of CS-7017 and Bexarotene

Inclusion Criteria: * Histologically proven advanced malignancy with measurable disease except for acute leukemias * Progression on, or intolerance of, or ineligibility for all standard therapies * Biopsy accessible tumor deposits * LVEF \>/= institutional normal * No evidence of clinically significant fluid retention * ECOG Performance status 0-2 * Subjects with no brain metastases or a history of previously treated brain metastases who have been treated with surgery or stereotactic radiosurgery at least 4 weeks prior to enrollment and have a baseline MRI that shows no evidence of intracranial disease and have not had treatment with steroids within one week of study enrollment. * Adequate hepatic, bone marrow, and renal function * Partial thromboplastin time must be \</= 1.5 x upper limit of normal range and INR \< 1.5. Subjects on anticoagulant will be permitted to enroll as long as the INR is in the acceptable therapeutic range * Life expectancy \> 12 weeks * Women of childbearing potential must have a negative serum pregnancy test within 14 days prior to initiation of treatment and/or postmenopausal women must be amenorrheic for at least 12 months to be considered of non-childbearing potential. * Subject is capable of understanding and complying with parameters of the protocol and able to sign and date the informed consent. Exclusion Criteria: * Prior CS-7017 treatment * Treatment with thiazolidinediones (TZDs) within 4 weeks prior to start of study treatment * Current need for concomitant use of other TZDs during the study * Grade 2 or greater fasting hypertriglyceridemia * Concurrent use of insulin * Concurrent use of known CYP 3A4 inhibiting or activating medications * CNS metastases which do not meet the criteria outlines in inclusion criteria * Active severe infection or known chronic infection with HIV or hepatitis B virus * Cardiovascular disease including unstable angina, therapy for life-threatening ventricular arrhythmia, or myocardial infarction, stroke or congestive heart failure within the last 6 months * Life-threatening visceral disease or other severe concurrent disease * Women who are pregnant or breastfeeding * Anticipated survival under 3 months * Clinically significant and uncontrolled major medical condition(s)