Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Fowler Wyche
   2. Issuer Name and Ticker or Trading Symbol
ZIOPHARM ONCOLOGY INC [ZIOP] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
701 A STREET NE		 3. Date of Earliest Transaction (Month/Day/Year)
12/31/2010
(Street)

WASHINGTON, DC 20002		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $.001 par value               67,500 (1) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Director Stock Option (right to buy) $ 4.31             12/22/2006 12/22/2014 Common Stock, $.001 par value 15,029   15,029 D  
Director Stock Option (riht to buy) $ 5.01             04/26/2006 04/26/2016 Common Stock 15,000   15,000 D  
Director Stock Option (right to buy) $ 6.49             12/13/2006 12/13/2016 Common Stock 15,000   15,000 D  
Stock Option (right to buy) $ 4.85               (2) 06/18/2017 Common Stock 15,000   15,000 D  
Stock Option (right to buy) $ 2.73               (3) 12/12/2017 Common Stock 20,000   20,000 D  
Stock Option (right to buy) $ 0.7               (4) 05/13/2019 Common Stock 15,000   15,000 D  
Stock Option (right to buy) $ 2.85               (5) 12/31/2019 Common Stock, $.001 par value 7,500   7,500 D  
Stock Option (right to buy) $ 5.09             03/31/2011 03/31/2020 Common Stock, $.001 par value 15,000   15,000 D  
Stock Option (right to buy) $ 4.77 12/31/2010   A   30,000     (6) 12/31/2020 Common Stock 30,000 $ 0 30,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Fowler Wyche
701 A STREET NE
WASHINGTON, DC 20002		   X      

Signatures

 /s/ Wyche Fowler   01/03/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes grants of restricted stock with restrictions that lapsed as to 3,750 shares on December 31, 2010 and restrictions that will lapse as to 15,000 shares on March 31, 2011 and as to 3,750 shares on December 31, 2011.
(2) 5,000 shares vest on each of 6/18/08, 6/18/09 and 6/18/10.
(3) 6,667 shares vest on each of 12/12/08 and 12/12/09; 6,666 shares vest on 12/12/10.
(4) 5,000 shares vest on each of 12/31/09, 6/30/2010 and 12/31/2010.
(5) 3,750 shares vest on each of 12/31/2010 and 12/31/2011.
(6) 10,000 shares vest on each of 12/31/2011, 12/31/2012 and 12/31/2013.

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