A Phase II Study of Radiation Therapy, Paclitaxel Poliglumex, and Carboplatin in Stage III Non-Small Cell Lung Cancer

Inclusion Criteria: * Histologically or cytologically documented NSCLC, including squamous cell carcinoma, adenocarcinoma (including bronchoalveolar cell), and large cell anaplastic carcinoma (including giant and clear cell carcinomas). * Eligible Disease Stages: Inoperable IIIA and Selected IIIB * Local radiation oncologist must approve patient eligibility prior to entry on study. * Patients must have measurable disease. * Prior Therapy: * ≥ 2 weeks since formal exploratory thoracotomy. * No prior chemotherapy or radiation therapy for NSCLC. * ECOG performance status 0-1 * Required Initial Laboratory Values (must be submitted within 16 days prior to registration): * Granulocytes ≥ 1,500/µl * Platelets ≥ 100,000/µl * Calculated Creatinine Clearance ≥ 20 cc/min * Bilirubin \< 1.5 mg/dl * AST (SGOT) \< 2 x ULN * INR \> 0.8 \< 1.2\* \*Values apply exclusively to patients not being treated with warfarin. Values for patients being treating with warfarin should fall within the following therapeutic range: \> 2.0 \< 3.0. Exclusion Criteria: * Currently active second malignancy other than non-melanoma skin cancers. Patients are not considered to have a "currently active" malignancy if they have completed therapy and are considered by their physician to be at less than 30% risk of relapse. * Pregnant or nursing because of significant risk to the fetus/infant. * Age \<18 years. * Uncontrolled intercurrent illness including, but not limited to, ongoing or active infection, symptomatic congestive heart failure, unstable angina pectoris, cardiac arrhythmia, or psychiatric illness/social situations that would limit compliance with study requirements. * No HIV-positive patients receiving combination anti-retroviral therapy. Because patients with immune deficiency are at increased risk of lethal infections when treated with marrow-suppressive therapy * One-second forced expiratory volume (FEV1) \<50% or hemoglobin-corrected carbon monoxide diffusion capacity (DLCO) \<50% of predicted, as measured within 21 days of study entry * Symptoms of esophageal dysfunction (dysphagia, odynophagia, or inability to swallow solid food) within 4 weeks prior to study randomization. Patients must not require prophylactic placement of percutaneous enterogastrostomy (PEG) tube or other non-oral nutritional supplement methods * Weight loss of \> 10% in the past 3 months.