Inclusion Criteria

          1. Male or female patients 18 years of age or older

          2. A diagnosis of refractory or relapsed AML, or Ph+ CML (in chronic, accelerated or
             blast phase, or acute lymphoblastic leukemia, or myelodysplastic syndrome.

             One of the following parameters is required to meet criteria for accelerated phase
             CML:

               -  Blasts in Peripheral Blood or Bone Marrow ≥15%

               -  Promyelocytes and Blasts in Peripheral Blood or Bone Marrow ≥30%

               -  PB or BM basophils ≥20%

               -  Thrombocytopenia <100 x 103/ml, not resulting from therapy

             Blast phase is defined as ≥30% blasts in peripheral blood or bone marrow, or presence
             of extramedullary disease, except for liver or spleen.

          3. Patients with CML must have demonstrated resistance and/or intolerance to therapy with
             at least 2 tyrosine kinase inhibitors (TKI)

          4. Patients with AML and ALL should have received at least 1 prior treatment regimen and
             either failed to achieve response or relapsed on treatment

          5. Patients with MDS should have failed prior therapy with a hypomethylating agent or, if
             associated with a 5q- chromosomal abnormality, lenalidomide. NOTE: Patients with 5q-
             unable to receive or intolerant to lenalidomide are also eligible.

          6. Have clinically adequate hepatic and renal functions as defined by:

               -  ALT<2x ULN

               -  Serum creatinine concentration <2x ULN

               -  Serum bilirubin <2x ULN

          7. Patients must sign an informed consent

          8. Women of childbearing age must have a negative serum or urine pregnancy test prior to
             the initiation of study drug.

          9. Barrier contraceptive precautions are to be used throughout the trial by all study
             participants of child bearing potential.

         10. Have not received anti-cancer therapy for at least 2 weeks prior to study entry, with
             the exception of low dose ara-C (LDAC) given as subcutaneous injections (no less than
             15 days prior), hydroxyurea or anagrelide (no less than 24 hours prior), TKI (no less
             than 5 days prior), and interferon (no less than 2 weeks prior)

         11. Have an ECOG Performance of 0-2

         12. Have a life-expectancy ≥3 months

        Exclusion Criteria

          1. Serious intercurrent medical illnesses which would interfere with the ability of the
             patient to carry out the treatment program

          2. Pregnant or breastfeeding women

          3. Patients who have uncontrolled active infection

          4. Patients who have received another investigational product within the longer of 14
             days or 5 half-lives of the previous product

          5. Any history of adverse reaction or hypersensitivity to LDAC

        Part B: BP1001 with Concurrent LDAC Dose-Expansion Cohorts

        Enrollment in the dose-expansion cohorts (DEC) will be limited to only those patients with
        a diagnosis of refractory or relapsed AML(except acute promyelocytic leukemia) or those who
        are refractory to at least 1 prior therapy regimen and no more than 1 prior salvage
        regimen.