SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Fowler Wyche (Last) (First) (Middle) 701 A STREET NE (Street) WASHINGTON DC 20002 (City) (State) (Zip)	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)
	3. Date of Earliest Transaction (Month/Day/Year) 03/31/2010
	4. If Amendment, Date of 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

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	03/31/2010		A(1)		15,000	A	$0	67,500(2)	D

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 Securities Underlying Derivative Security (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: 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							(3)	06/18/2017	Common Stock	15,000		15,000	D
Stock Option (right to buy)	$2.73							(4)	12/12/2017	Common Stock	20,000		20,000	D
Stock Option (right to buy)	$0.7							(5)	05/13/2019	Common Stock	15,000		15,000	D
Stock Option (right to buy)	$2.85							(6)	12/31/2019	Common Stock, $.001 par value	7,500		7,500	D
Stock Option (right to buy)	$5.09	03/31/2010		A		15,000		03/31/2011	03/31/2020	Common Stock, $.001 par value	15,000	$0	15,000	D

Explanation of Responses:

1. Grant of restricted stock; restrictions lapse on the anniversary of the date of grant.

2. In addition to the current grant, includes a prior grant of restricted stock with restrictions that will lapse as to 3,750 shares on each of December 31, 2010 and December 31, 2011.

3. 5,000 shares vest on each of 6/18/08, 6/18/09 and 6/18/10.

4. 6,667 shares vest on each of 12/12/08 and 12/12/09; 6,666 shares vest on 12/12/10.

5. 5,000 shares vest on each of 12/31/09, 6/30/2010 and 12/31/2010.

6. 3,750 shares vest on each of 12/31/2010 and 12/31/2011.

	/s/ Wyche Fowler	04/01/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.