Background: Concurrent chemoradiotherapy (CRT) is a curative potential treatment for unresectable stage III NSCLC, yet the optimal treatment paradigm and choice of regimen is unclear. Previous phase I/II study (Chen et al Clin Can Res 9:969-975, 2003) using low-dose paclitaxel with timed thoracic radiotherapy (TTR) has shown high local response by inducing maximum radiosensitization through G2-M cell cycle arrest. We conducted a phase II study of low-dose paclitaxel with TTR as induction, followed by systemic adjuvant full-dosing chemotherapy for unresectable stage III NSCLC patients. Methods: From 4/2007 to 12/2009, 30 patients with unresectable stage III NSCLC and ECOG PS 0-2 were enrolled. Patients received paclitaxel 15mg/m² IV over 1 hour at 8am on Monday/Wednesday/Friday with total 55Gy TTR delivered at 4pm Monday/Wednesday/Friday and 8am Tuesday/Thursday over 5 weeks, followed by Carboplatin (AUC 5) day 1 and gemcitabine 1000mg/m² IV days 1 and 8, q21d for 4 cycles. Primary end point was overall survival (OS); secondary end points were overall response rate (ORR), progression-free survival (PFS) and toxicities. Results: 27 pts were evaluable. Patient characteristics: M 70%; median age 67 (39-82), 41% over age 70; stage IIIB 56%. 30 month OS 28% (95% CI: 15-53); 30 month PFS 20% (95% CI: 9-44). ORR was 63%, 6 CR, 11 PR, 6 SD, 1 PD. TTR was delivered as planned in 26/27 patients (1 pt died after 3^rd week TTR). TTR related grade 3 toxicities: esophagitis 2, pneumonitis 1, neutropenia 1. CT consolidation related grade 3/4 toxicities: pneumonitis 6, cytopenias 7, esophagitis 2, which limited median delivery of CT to 2 cycles. One patient died of sepsis. 2 patients developed pulmonary embolism. Conclusions: Low-dose paclitaxel with timed thoracic radiotherapy is an effective concurrent CRT regimen with minimal toxicity in nonsurgical stage III NSCLC patients, especially the elderly population. Gemcitabine radiation recall and hematological toxicity were limiting adjuvant CT dose delivery.