Inclusion Criteria:

          1. Patients must have histologically or cytologically confirmed breast carcinoma with a
             clinical diagnosis of IBC based on the presence of inflammatory changes in the
             involved breast, such as diffuse erythema and edema (peau d'orange), with or without
             an underlying palpable mass involving the majority of the skin of the breast.
             Pathological evidence of dermal lymphatic invasion should be noted but is not required
             for diagnosis.

          2. Patients may have measurable disease, defined as at least one lesion that can be
             accurately measured in at least one dimension in accordance with RECIST criteria v.
             1.1 as described in detail in section 11.0 or non-measurable tumors

          3. Patients must have demonstrated metastatic disease and not received >2 lines of
             systemic therapy for metastatic disease

          4. Age > 18 years

          5. ECOG performance status 0, 1 or 2

          6. Patients must have normal organ and marrow function as defined below: a) Leukocytes >
             2,500/mcL b) Absolute neutrophil count > 1,500/mcL c) Hemoglobin > 9 g/dl d) Platelets
             > 100,000/mcL e) Total bilirubin < 1.5 mg/dl f) AST/ALT (SGOT/SGPT) < 2.5 x ULN g)
             Alkaline Phosphatase < 2.5 x ULN (unless bone metastasis is present in the absence of
             liver metastasis, in which case 3.0 x ULN would be acceptable. h) Serum magnesium >
             1.8 mg/dL i) Serum creatinine < 1.5 mg/dl j) Serum potassium > 3.8 mmol/L

          7. Tumor negative for HER2 expression (0 or 1+ by IHC) or negative FISH testing

          8. Patients must have a life expectancy of at least 12 weeks

          9. Patients must be recovered from the effects of any prior surgery, radiotherapy, or
             other antineoplastic therapy

         10. Patients must have < Grade 2 pre-existing peripheral neuropathy per CTCAE

         11. Women of childbearing potential and sexually active males must use an effective
             contraception method during treatment and for three months after completing treatment

         12. Negative serum or urine β-hCG pregnancy test at screening, performed no more than 72
             hours prior to treatment initiation; for patients of childbearing potential

         13. Ability to understand and willingness to sign a written informed consent and HIPAA
             consent document

        Exclusion Criteria:

          1. Patients who have had chemotherapy or radiotherapy within 4 weeks prior to entering
             the study or those who have not recovered from adverse event from agents administered
             more than 4 weeks earlier

          2. Patients may not be receiving any other investigational agents or active
             anti-neoplastic therapies

          3. Patients who have previously received romidepsin or Abraxane

          4. Patients with untreated or uncontrolled brain metastases or leptomeningeal disease

          5. Patients with known hypersensitivity to any of the components of romidepsin or who
             have had hypersensitivity reactions to paclitaxel

          6. 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

          7. Any known cardiac abnormalities such as:

               1. Congenital long QT syndrome

               2. QTc interval ≥ 500 milliseconds

               3. Myocardial infarction within 6 months of C1D1. Subjects with a history of
                  myocardial infarction between 6 and 12 months prior to C1D1 who are asymptomatic
                  and have had a negative cardiac risk assessment (treadmill stress test, nuclear
                  medicine stress test, or stress echocardiogram) since the event may participate

               4. Other significant EKG abnormalities including 2nd degree atrio-ventricular (AV)
                  block type II, 3rd degree AV block, or bradycardia (ventricular rate less than 50
                  beats/min)

               5. Symptomatic coronary artery disease (CAD), e.g., angina Canadian Class II-IV (see
                  Appendix III) In any patient in whom there is doubt, the patient should have a
                  stress imaging study and, if abnormal, angiography to define whether or not CAD
                  is present

               6. An EKG recorded at screening showing evidence of cardiac ischemia (ST depression
                  depression of ≥2 mm, measured from isoelectric line to the ST segment). If in any
                  doubt, the patient should have a stress imaging study and, if abnormal,
                  angiography to define whether or not CAD is present

               7. Congestive heart failure (CHF) that meets New York Heart Association (NYHA) Class
                  II to IV definitions (see Appendix IV) and/or known ejection fraction <40% by
                  MUGA or <50% by echocardiogram and/orMRI

               8. A known history of sustained ventricular tachycardia (VT), ventricular
                  fibrillation (VF), Torsade de Pointes, or cardiac arrest unless currently
                  addressed with an automatic implantable cardioverter defibrillator (AICD)

               9. Hypertrophic cardiomegaly or restrictive cardiomyopathy from prior treatment or
                  other causes

              10. Uncontrolled hypertension, i.e., blood pressure (BP) of ≥ 160/95; patients who
                  have a history of hypertension controlled by medication must be on a stable dose
                  (for at least one month) and meet all other inclusion criteria

              11. Any cardiac arrhythmia requiring an anti-arrhythmic medication (excluding stable
                  doses of beta-blockers)

              12. Patients taking drugs leading to significant QT prolongation (See Appendix I:
                  Medications That May Cause QTc Prolongation)

              13. Concomitant use of CYP3A4 inhibitors (see Appendix II)

          8. Patients with known HIV, hepatitis B or C (However, if patients have previously been
             treated for hepatitis B or C and have undetectable viral loads, they can be considered
             eligible for trial)

          9. Pregnant or breast feeding. Refer to section 4.4 for further detail

         10. Patients with any other medical or psychological condition deemed by the investigator
             to be likely to interfere with a patient's ability to sign informed consent, cooperate
             and participate in the study, or interfere with the interpretation of the results