1. Must have a dx of B-CLL, meeting criteria listed in 3.1.1.1,3.1.1.2,3.1.1.3
2. Pts. must require chemo, the last admin. of chemo. must have been completed 6 weeks or greater prior to study tx. Must meet indications for chemo. listed in section 3.1.2.1, 3.1.2.2,3.1.2.3, 3.1.2.4,3.1.2.5Pts.
3. Pts. must have either: demonstrated progression after at least one cycle of either an alkylating agent-based or purine nucleoside based regimen, or failed to achieve a meaningful response, or relapsed after prior therapy.
4. Prior therapy with Rituximab is OK, at least 8 weeks should have elapsed between the last Rituximab dose and reg.
5. No previous PCR therapy or CAMPATH-1H therapy prior to entering study.
6. No active infection requiring antibiotic.
7. Pts. whose bone marrow function is attributable to dysplasia related to prior therapy are not eligible.
8. Pts. must be tested for Hep B virus infection.