References are made throughout this application to various publications in order to more fully describe the state of the art to which this invention pertains. The disclosures of these references are hereby incorporated by reference in their entireties.

BACKGROUND OF THE INVENTION A retrovirus designated human immunodeficiency virus (HIV) is the etiological agent of the complex disease that includes progressive destruction of the immune system (acquired immune deficiency syndrome; AIDS) and degeneration of the central and peripheral nervous system. This virus was previously known as LAV, HTLV-E, or ARV. A common feature of retrovirus replication is the insertion by virally-encoded integrase of proviral DNA into the host cell genome, a required step in HIV replication in human T-lymphoid and monocytoid cells. Integration is believed to be mediated by integrase in three steps: assembly of a stable nucleoprotein complex with viral DNA sequences; cleavage of two nucleotides from the 3'termini of the linear proviral DNA; covalent joining of the recessed 3'OH termini of the proviral DNA at a staggered cut made at the host target site. The fourth step in the process, repair synthesis of the resultant gap, may be accomplished by cellular enzymes.

Nucleotide sequencing of HIV shows the presence of a pol gene in one open reading frame [Ratner, L. et al., Nature, 313,277 (1985)]. Amino acid sequence homology provides evidence that the pol sequence encodes reverse transcriptase, integrase and an HIV protease [Toh, H. et al., EMBO J. 4,1267 (1985); Power, M. D. et al., Science, 231,1567 (1986); Pearl, L. H. et al., Nature,

329,351 (1987)]. All three enzymes have been shown to be essential for the replication of HIV.

It is known that some antiviral compounds which act as inhibitors of HIV replication are effective agents in the treatment of AIDS and similar diseases, e. g., azidothymidine or AZT. Applicants demonstrate that the compounds of this invention are inhibitors of HIV integrase and inhibitors of HIV replication. The applicants additionally demonstrate that inhibition of integrase in vitro and HIV replication in cells is a direct result of inhibiting the strand transfer reaction catalyzed by the recombinant integrase in vitro in HIV infected cells. The particular advantage of the present invention is highly specific inhibition of HIV integrase and HIV replication. The compounds of the present invention inhibit integrases of closely related lentiviruses such as HIV 2 and SIV, but not integrases from more distantly related retroviruses, for example RSV. These compounds do not inhibit binding or catalysis of other nucleic acid binding proteins, including enzymatic reactions such as those catalyzed by HIV reverse transcriptase, HIV Rnase H, Influenza transcriptase, Hepatitis C polymerase, Yeast DNA polymerase, DNase I, Eco RI endonuclease, or mammalian polymerase II.

Zhao et al. (J. Med Chem., vol. 40, pp. 937-941 and 1186-1194 (1997)) describe hydrazide and arylamide HIV integrase inhibitors. LaFeminia et al. (Antimicrobial Agents & Chemotherapy, vol. 39, no. 2, pp. 320-324, February 1995) describe bis-catechols useful for inhibiting HIV integrase. Lin et al. (J.

Med. Chem., vol. 42, pp. 1401-1414 (1999)) describe chicoric acid analogues as HIV-1 integrase inhibitors.

US 4937370 discloses certain 1,3-diaryl-1, 3-propanediones and their use as sunscreen agents.

At the National Institutes of Health AIDS Structural Biology Meeting held June 9-11, 1999 at the Lister Hill Auditorium, David R. Davies disclosed 1- (5-chloroindol-3-yl)-3- (5-tetrazolyl)-1,3-propanedione as an integrase inhibitor. 1- (5-Chloroindol-3-yl)-3- (5-tetrazolyl)-1,3-propanedione is also disclosed in Goldgur et al., Proc. Nat'l Acad. Sci. U. S. A. 1999, vol. 96, pp. 13040- 13043. A related document is WO 99/50245 (Fujishita et al.) which discloses the preparation of indole derivatives with antiviral activity.

SUMMARY OF THE INVENTION The present invention provides a novel group of 1,3-propanedione derivatives which are potent inhibitors of HIV integrase. These compounds are useful in the inhibition of HIV integrase, the prevention of infection by HIV, the treatment of infection by HIV and in the treatment of AIDS and/or ARC, either as compounds, pharmaceutically acceptable salts or hydrates (when appropriate), pharmaceutical composition ingredients, whether or not in combination with other antivirals, anti- infectives, immunomodulators, antibiotics or vaccines. More particularly, the present invention includes a compound of Formula (I): or a tautomer thereof; wherein A is (i) a benzene ring; (ii) an 8-to 10-membered fused bicyclic carbocycle, wherein the ring of the carbocycle attached to the central dione moiety is a benzene ring, and the other ring of the carbocycle is saturated or unsaturated; (iii) an 8-to 10-membered fused bicyclic heterocycle containing carbon atoms and from 1 to 3 heteroatoms selected from nitrogen, oxygen and sulfur, wherein the ring of the heterocycle attached to the central dione moiety is a benzene ring, and the other ring of the heterocycle is a saturated or unsaturated heteroatom-containing ring; or (iv) a 5-or 6-membered heteroaromatic ring containing from 1 to 3 heteroatoms selected from nitrogen, oxygen and sulfur; and wherein A is attached to the central dione moiety via a carbon atom; R1, R2 and R3 are substituents attached to nitrogen or carbon in A; R1 is hydrogen, halo, nitro, C1-C6 alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkyl, fluorinated C1-C6 alkoxy, C2-Cg alkoxyalkyl, fluorinated C2-Cg alkoxyalkyl, N (Ra) (Rb), (CH2) 1-3N (Ra) (Rb), (CH2) 0-3RCs or O (CH2) 0-3pu

R2 is hydrogen, halo, nitro, Cl-C alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkyl, fluorinated Cl-C6 alkoxy, C2-Cg alkoxyalkyl, fluorinated C2-Cg alkoxyalkyl, N (Ra) (Rb), (CH2) 1-3N(Ra)(Rb), (CH2)0-3Rc, O (CH2) 0-3roc, (CH2) 0-3Rd, O (CH2) 0-3Rd, C (=O) CH2C (=O) Re, or Rf; R3 is hydrogen, halo, nitro, oxo, Cl-C6 alkyl, C3-C7 cycloalkyl, C3-C7 cycloalkyloxy, Cl-C6 alkoxy, fluorinated C1-C6 alkyl, fluorinated C1-C6 alkoxy, C2-C8 alkoxyalkyl, fluorinated C2-C8 alkoxyalkyl, N (Ra) (Rb), (CH2) 1-4N (Ra) (Rb), N(Ra)C(=O)Rb,C(=O)N(Ra)(Rb),(CH2)1-4C(=O)N(Ra)(Rb), (CH2) 1-4N (Ra) C (=O) Rb, S02Ra, (CH2) 1-4S02Ra, S02N (Ra) (Rb), (CH2)0-3Rc,or(CH2)0-3Rg;(CH2)1-4SO2N(Ra)(Rb),(CH2)1-4N(Ra)SO 2Rb, B is (i) a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and at least 1 carbon atom, or (ii) an 8-to 10-membered fused bicyclic heterocycle containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and carbon atoms, wherein the ring of the heterocycle attached to the central dione moiety is a 5-or 6-membered heteroaromatic ring containing at least one nitrogen or sulfur atom and the other ring of the heterocycle is a saturated or unsaturated ring; wherein B is attached to the central dione moiety via a carbon atom and at least one nitrogen or sulfur atom in B is adjacent to the point of attachment; R4 and R5 are substituents attached to nitrogen or carbon in B, and are each independently selected from hydrogen, halo, hydroxy, (CH2) 1-40H, C1-C6 alkyl, C1-C6 alkoxy, fluorinated Cl-C6 alkyl, fluorinated C1-C6 alkoxy, C2-C8 alkoxyalkyl, fluorinated C2-Cg alkoxyalkyl, N (Ra) (Rb), (CH2) 1-4N (Ra) (Rb), N(Ra)C(=O)Rb,C(=O)N(Ra)(Rb),(CH2)1-4C(=O)N(Ra)(Rb), (CH2) 1-4N (Ra) C (=O) Rb, S02Ra, (CH2) 1-4S02Ra, S02N (Ra) (Rb), and(CH2)0-3Rh;9CH2)1-4SO2N(Ra)(Rb),(CH2)1-4N(Ra)SO2Rb, Ra and Rb are each independently hydrogen, C1-C6 alkyl, or fluorinated C 1-C6 alkyl; Rc is (i) phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently halo, cyano, hydroxy, (CH2) 1-40H, N (Ra) (Rb), C1-C6 alkyl, fluorinated C1-C6 alkyl, Cl-C alkoxy, fluorinated C1-C6 alkoxy, (CH2) 0-4Co2Ra

(CH2)1-4N(Ra)(Rb),(CH2)0=4C(=O)N(Ra)(Rb),(CH2)0-4SO2Ra, <BR> <BR> <BR> (CH2) 0-4N (Ra) C (=O) Rb, (CH2) 0-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, C2-Cg alkoxyalkyl, and fluorinated C2-Cg alkoxyalkyl; or (ii) an 8-to 10-membered fused bicyclic carbocycle in which one ring is a benzene ring and the other ring is a saturated or unsaturated ring, wherein the fused carbocycle is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, (CH2) 1-40H, N (Ra) (Rb), C1-C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkoxy, (CH2) 0-4CO2Ra, (CH2) 0-4C (=o) N (Ra) (Rb), (CH2) 0 4S02Ra, (CH2) 1 4N (Ra) (Rb), (CH2) 0 4N (Ra) C (=O) Rb, (CH2) 0-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, C2-Cg alkoxyalkyl, and fluorinated C2-Cg alkoxyalkyl; Rd is (i) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur; (ii) an 8-to 10-membered fused bicyclic heterocycle in which either ring is saturated or unsaturated and which contains carbon atoms and from 1 to 4 nitrogen atoms; wherein the heterocycle of (i) or (ii) is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, (CH2) 1-40H, oxo, thio, N (Ra) (Rb), C1-C6 alkyl, fluorinated C1-C alkyl, Cl-C6 alkoxy, fluorinated Cl-C6 alkoxy, (CH2) o-4Co2Ras (CH2)1-4N(Ra)(Rb),(CH2)0-4C(=O)N(Ra)(Rb),(CH2)0-4SO2Ra, (CH2) 0-4N (Ra) C (=O) Rb, (CH2) 0-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, C2-C8 alkoxyalkyl, fluorinated C2-Cg alkoxyalkyl, phenyl and benzyl; or (iii) a 5-or 6- membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms, the heterocycle being substituted with spiro-C1-C2 alkylenedioxy or with one of pyrrolidinyl, piperidinyl, piperazinyl, and morpholinyl, unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, (CH2) 1-40H, oxo, N (Ra) (Rb), C1- C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkoxy, (CH2)0-4SO2Ra,(CH2)1-4N(Ra)(Rb),(CH2)0-4CO2Ra,(CH2)0-4C(=O)N (Ra)(Rb), (CH2) 0-4N (Ra) C (=O) Rb, (CH2) 0-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, C2-Cg alkoxyalkyl, fluorinated C2-Cg alkoxyalkyl, phenyl and benzyl;

Re is a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and at least 1 carbon atom; wherein the point of attachment of the ring is a carbon atom and at least one nitrogen or sulfur atom in the ring is adjacent to the point of attachment; wherein the ring is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, (CH2) 1-40H, oxo, N (Ra) (Rb), Cl-C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkoxy, (CH2)0-4SO2Ra,(CH2)1-4N(Ra)(Rb),(CH2)0-4CO2Ra,(CH2)0-4C(=O)N (Ra)(Rb), <BR> <BR> (CH2)0-4N (Ra) C (=O) Rb, (CH2) 0-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, C2-C8 alkoxyalkyl, fluorinated C2-Cg alkoxyalkyl, phenyl and benzyl; Rf is X-NH (CH2) 1-3Y, wherein X is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms and which is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, (CH2) 1-40H, oxo, N (Ra) (Rb), C I C6 alkyl, fluorinated Cl-C alkyl, C1-C6 alkoxy, fluorinated Cl-C6 alkoxy, (CH2)0-4SO2Ra,(CH2)1-4N(Ra)(Rb),(CH2)0-4CO2Ra,(CH2)0-4C(=O)N (Ra)(Rb), (CH2)1-4N(Ra)SO2Rb,C2-C8(CH2)0-4N(Ra)C(=O)Rb,(CH2)0-4SO2N(Ra )(Rb), alkoxyalkyl, and fluorinated C2-Cg alkoxyalkyl; Y is pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, (CH2) 1-40H, oxo, N (Ra) (Rb), C1- C6 alkyl, fluorinated C1-C alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkoxy, (CH2)0-4SO2Ra,(CH2)1-4N(Ra)(Rb),(CH2)0-4CO2Ra,(CH2)0-4C(=O)N (Ra)(Rb), (CH2) 0-4N (Ra) C (=O) Rb, (CH2) 0-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, C2-Cg alkoxyalkyl, and fluorinated C2-Cg alkoxyalkyl; Rg is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains one or more carbon atoms and from 1 to 4 nitrogen atoms, the heterocycle being unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, (CH2) 1-4OH, oxo, N (Ra) (Rb), C1-C6 alkyl, fluorinated Cl-C6 alkyl, C1-C6 alkoxy, fluorinated Cl-C6 alkoxy, (CH2) o-4Co2RaX (CH2) 0 4C (=O) N (Ra) (Rb), (CH2) 0-4S02Ra, (CH2) 1-4N (Ra) (Rb), <BR> <BR> (CH2)0-4N (Ra) C (=O) Rb, (CH2) 0-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, C2-C8 alkoxyalkyl, fluorinated C2-Cg alkoxyalkyl, phenyl and benzyl;

Rh is (i) C3-C6 cycloalkyl; (ii) phenyl; (iii) substituted phenyl, wherein each substituent on the substituted phenyl is independently halo, cyano, hydroxy, (CH2) 1 4OH, C1-C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, fluorinated C1- C6 alkoxy, (CH2) 0-4Co2Ra) (CH2) 0-4C 0) N (Ra) (Rb), (CH2) 0-4S02Ra, (CH2)0-4N(Ra)C(=O)Rb,(CH2)0-4SO2N(Ra)(Rb),N(Ra)(Rb),(CH2)1-4 N(Ra)(Rb), (CH2) 1-4N (Ra) S02Rb, C2-Cg alkoxyalkyl, or fluorinated C2-Cg alkoxyalkyl; or (iv) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur; wherein the heterocycle is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, (CH2) 1-4OH, oxo, N (Ra) (Rb), C1-C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkoxy, (CH2) 0-4Co2Ra (CH2) 04C (=o) N (Ra) (Rb) (CH2) 04So2Ra (CH2) 1-4N (Ra) (Rb), (CH2) 0-4N (Ra) C (=O) Rb, (CH2) 0-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, C2-Cg alkoxyalkyl, fluorinated C2-Cg alkoxyalkyl, phenyl and benzyl; or a pharmaceutically acceptable salt thereof.

Many known active inhibitors of viral integrase (e. g., bis-catechols and chicoric acid analogs) are very polar compounds which will not efficiently penetrate cell phospholipid layers. In contrast, the compounds of the present invention, in addition to being potent HIV integrase inhibitors, are sufficiently nonpolar to freely permeate cells where they exhibit potent antiviral activity. More particularly, the compounds of the present invention typically have a value of log P (defined below) greater than 0.

The present invention also includes pharmaceutical compositions containing a compound of the present invention and methods of preparing such pharmaceutical compositions. The present invention further includes methods of treating AIDS, methods of preventing infection by HIV, and methods of treating infection by HIV.

These and other embodiments, aspects and features of the present invention are either further described in or will be apparent from the ensuing description, examples, and appended claims.

DETAILED DESCRIPTION OF THE INVENTION The present invention includes the 1,3-propanedione derivatives of Formula (I) above. These compounds, their tautomers, and pharmaceutically acceptable salts thereof are HIV integrase inhibitors.

In a first embodiment of the invention is a compound of Formula (I), or a tautomer thereof, wherein R4 and R5 are substituents attached to nitrogen or carbon in B, and are each independently selected from hydrogen, halo, hydroxy, Cl-C6 alkyl, Cl-C6 alkoxy, fluorinated C1-C6 alkyl, fluorinated Cl-C6 alkoxy, C2-Cg alkoxyalkyl, fluorinated C2-C8 alkoxyalkyl, N (Ra) (Rb), (CH2) 1-4N (Ra) (Rb), C (=O) N (Ra) (Rb), (CH2) 1-4C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-4N (Ra) C (=O) Rb, S02Ra, <BR> <BR> <BR> (CH2)1-4S02Ra, S02N (Ra) (Rb), (CH2) 1-4S02N (Ra) (Rb), (CH2) 1-4N (Ra) S02Rb, and (CH2) 0-3Rh ; Ra and Rb are each independently hydrogen, C1-C4 alkyl, or fluorinated C1-C4 alkyl; Rc is (i) phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently halo, cyano, hydroxy, Cl-C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, fluorinated Cl-C6 alkoxy, N (Ra) (Rb), (CH2) 1-4N (Ra) (Rb), (CH2) 0-4Co2RaX (CH2) 0-4C(=O) N (Ra) (Rb), (CH2) 0-4So2Ra C2-C8 alkoxyalkyl, or fluorinated C2-Cg alkoxyalkyl; or (ii) an 8-to 10-membered fused bicyclic carbocycle in which one ring is a benzene ring and the other ring is a saturated or unsaturated ring, wherein the fused carbocycle is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, C1-C6 alkyl, fluorinated Cl-C6 alkyl, C1-C6 alkoxy, fluorinated Cl-C6 alkoxy, (CH2) 0-4CO2Ra, (CH2) 0-4C (=O) N (Ra) (Rb), (CH2) 0-4SO2Ra, C2-C8 alkoxyalkyl, and fluorinated C2-Cg alkoxyalkyl; Rd is (i) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur; (ii) an 8-to 10-membered fused bicyclic heterocycle in which either ring is saturated or unsaturated and which contains carbon atoms and from 1 to 4 nitrogen atoms; wherein the heterocycle of (i) or (ii) is

unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, oxo, N (Ra) (Rb), Cl-C6 alkyl, fluorinated Cl-C6 alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkoxy, (CH2) 0-4Co2Ran (CH2) 0-4C (=o) N (Ra) (Rb), (CH2) 0-4So2Ra C2-Cg alkoxyalkyl, and fluorinated C2-Cg alkoxyalkyl; or (iii) a 5- or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms, the heterocycle being substituted with spiro-Cl-C2 alkylenedioxy, or with one of pyrrolidinyl, piperidinyl, piperazinyl, and morpholinyl, unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, N (Ra) (Rb), C1-C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, and fluorinated Cl-C6 alkoxy; Re is a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and at least 1 carbon atom; wherein the point of attachment of the ring is a carbon atom and at least one nitrogen or sulfur atom in the ring is adjacent to the point of attachment; wherein the ring is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, oxo, Cl-C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, fluorinated C1-C6 alkoxy, (CH2) 0-4CO2Ra, N (Ra) (Rb), (CH2) 0-4C (=O) N (Ra) (Rb), (CH2) 0-4So2Ra C2-C8 alkoxyalkyl, and fluorinated C2-Cg alkoxyalkyl; Rf is X-NH (CH2) 1-3Y, wherein X is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms and which is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, N (Ra) (Rb), C1-C6 alkyl, fluorinated C1-C6 alkyl, C1-C6 alkoxy, and fluorinated C1-C6 alkoxy; Y is pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, N (Ra) (Rb), C1-C6 alkyl, fluorinated C1-C6 alkyl, Cl-C6 alkoxy, and fluorinated C1-C6 alkoxy ; Rg is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains one or more carbon atoms and from 1 to 4 nitrogen atoms, the heterocycle being unsubstituted or substituted with one or more substituents selected from halo, cyano, hydroxy, N (Ra) (Rb), C1-C6 alkyl, fluorinated Cl-C6 alkyl, Cl-C6 alkoxy, and fluorinated C1-C6 alkoxy ; and

Rh is C3-C6 cycloalkyl, phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently halo, cyano, hydroxy, C1-C6 alkyl, fluorinated Cl-C6 alkyl, Cl-C6 alkoxy, fluorinated Cl-C6 alkoxy, (CH2) 04Co2Ra (CH2) 0-4C (=O) N (Ra) (Rb), (CH2) 0-4So2RaX C2-Cg alkoxyalkyl, or fluorinated C2- C8 alkoxyalkyl; and all other variables are as originally defined; or a pharmaceutically acceptable salt thereof.

An aspect of the invention is a compound of Formula (I), or a tautomer thereof, wherein all of the variables are as originally defined, with the proviso that when A is (iii) an 8-to 10-membered fused bicyclic heterocycle, then A is other than indole. Similarly, in another aspect, the invention is a compound of Formula (I), or a tautomer thereof, wherein all of the variables are as defined in the first embodiment, with the proviso that when A is (iii) an 8-to 10-membered fused bicyclic heterocycle, A is other than indole. In still other aspects, the invention is a compound of Formula (I), wherein all of the variables are as originally defined or as defined in the first embodiment, provided that when A is (iii) an 8-to 10-membered fused bicyclic heterocycle and B is (ii) an 8-to 10-membered fused bicyclic heterocycle, then each of A and B is other than indole.

A second embodiment of the invention is a compound of Formula (I), or a tautomer thereof, wherein A is a benzene ring; and all other variables are as originally defined; or a pharmaceutically acceptable salt thereof.

A third embodiment of the invention is a compound of Formula (I), or a tautomer thereof, wherein

A is a benzene ring; and all other variables are as defined in the first embodiment; or a pharmaceutically acceptable salt thereof.

An aspect of each of the second and third embodiments is that when B is (ii) an 8-to 10-membered fused bicyclic heterocycle, then B is other than indole.

Fourth, fifth, and sixth embodiments of the invention are each a compound of Formula (I), or a tautomer thereof, wherein B is a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and at least 1 carbon atom; and all other variables are respectively as originally defined, as defined in the first embodiment, as defined in the second embodiment, and as defined in the third embodiment; or a pharmaceutically acceptable salt thereof.

A first class of the present invention is a compound of Formula (II): or a tautomer thereof, wherein RI is hydrogen, fluoro, chloro, bromo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3,

N(Ra)(Rb),CH2N(Ra)(Rb),(CH2)1-3O(CH2)0-1CH3,(CH2)1-3O(CH2)0- 1CF3, (CH2) 0-2RCv or O (CH2) 0-2ruz R2 is hydrogen, fluoro, chloro, bromo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, N(Ra)(Rb),CH2N(Ra)(Rb),(CH2)1-3O(CH2)0-1CH3,(CH2)1-3O(CH2)0- 1CF3, (CH2) 0-2Rc, O (CH2) 0-2RCv (CH2) 0-2Rds O (CH2) 0-2Rd) C (=O) CH2C (=O) Re, or R3 is hydrogen, fluoro, chloro, bromo, oxo, methyl, ethyl, propyl, isopropyl, C3-C6 cycloalkyl, C3-C6 cycloalkyloxy, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-1CH3, (CH2)1-2N(Ra)(Rb),C(=O)N(Ra)(Rb),(CH2)1-3O(CH2)0-1CF3,N(Ra)( Rb), <BR> <BR> <BR> (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra,<BR> <BR> <BR> <BR> <BR> (CH2) 1-2SO2Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, (CH2) 0-2ruz or (CH2) 0-2Rg; B'is a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 or 1 sulfur atoms, and one or more carbon atoms, wherein B'is attached to the central dione moiety via a carbon atom and at least one nitrogen atom in B'is adjacent to the point of attachment; R4 and R5 are substituents attached to any nitrogen or carbon in B'except for the ring carbon attached to the central dione moiety, and are each independently selected from hydrogen, fluoro, chloro, bromo, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-20H, (CH2) 1-20-Cl-C4 alkyl, (CH2) 1-3O(CH2)0-1CF3, N(Ra)(Rb), <BR> <BR> (CH2)1-2N (Ra) (Rb), C (=O) N (Ra) (Rb), (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb,<BR> <BR> <BR> <BR> <BR> (CH2)1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-2S02Ra, S02N (Ra) (Rb), and(CH2)0-2Rh;(CH2)1-2SO2N(Ra)(Rb),(CH2)1-2N(Ra)SO2Rb, Ra and Rb are each independently hydrogen, C1-C4 alkyl, or fluorinated C1-C4 alkyl;

Rc is (i) phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-lCF3, C02Ra, <BR> <BR> <BR> (CH2)l 2CO2Ra, N (Ra) (Rb), (CH2) 1 2N (Ra) (Rb), C (=O) N (Ra) (Rb),<BR> <BR> <BR> <BR> <BR> <BR> (CH2)1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra,<BR> <BR> <BR> <BR> <BR> <BR> (CH2)1-2SO2Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (Ra) (Rb), and (CH2) 1-2N (Ra) S02Rb; or (ii) an 8-to 10-membered fused bicyclic carbocycle in which one ring is a benzene ring and the other ring is a saturated or unsaturated ring, wherein the fused carbocycle is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-1CF3, CO2Ra, (CH2) 1-2CO2Ra, N (Ra) (Rb), (CH2) 1-2N (Ra) (Rb), C (=O) N (Ra) (Rb), (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, SO2Ra, (CH2)1-2SO2N(Ra)(Rb),and(CH2)1-2SO2Ra,SO2N(Ra)(Rb), (CH2)1-2N (Ra) S02Rb; Rd is (i) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur, wherein each ring sulfur is in a form selected from S, SO and S02; (ii) an 8-to 10-membered fused bicyclic heterocycle in which either ring is saturated or unsaturated and which contains carbon atoms and from 1 to 4 nitrogen atoms; wherein the heterocycle of (i) or (ii) is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, thio, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2)1-30 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-lCF3, C02Ra, (CH2) 1-2C02Ra, C(=O)N(Ra)(Rb),(CH2)1-2C(=O)N(Ra)(Rb),N(Ra)(Rb),(CH2)1-2N(Ra )(Rb), N (Ra) C (=O) Rb, (CH2) 1 2N (Ra) C (=O) Rb, S02Ra, (CH2) 1 2S02Ra, S02N (Ra) (Rb), (CH2) 1 2SO2N (Ra) (Rb), (CH2) 1-2N(Ra)SO2Rb, phenyl, and benzyl; or (iii) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms, the heterocycle being substituted with spiro-Cl-C2 alkylenedioxy, or with one of pyrrolidinyl, piperidinyl,

piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-1CF3, CO2Ra, (CH2)1-2N(Ra)(Rb),C(=O)N(Ra)(Rb),N(Ra)(Rb), (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N(Ra)C(=O)Rb, SO2Ra, <BR> <BR> <BR> (CH2)l 2SO2Ra, SO2N (Ra) (Rb), (CH2) l 2SO2N (Ra) (Rb), (CH2) l 2N (Ra) S02Rb, phenyl, and benzyl; Re is a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and at least 1 carbon atom; wherein the point of attachment of the ring is a carbon atom and at least one nitrogen or sulfur atom in the ring is adjacent to the point of attachment; wherein the ring is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH37 (CH2)1-30 (CH2) 0-lCF3, C02Ra, (CH2) 1-2CO2Ra, N (Ra) (Rb), (CH2)1-2C(=O)N(Ra)(Rb),N(Ra)C(=O)Rb,(CH2)1-2N(Ra)(Rb),C(=O)N (Ra)(Rb), (CH2)1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-2SO2Ra, S02N (Ra) (Rb), (CH2) 1 2SO2N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, phenyl, and benzyl; Rf is X-NH (CH2) 1-2Y, wherein X is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms and which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1 2OH7 oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-1CF3, CO2Ra, (CH2)1-2N(Ra)(Rb),C(=O)N(Ra)(Rb),N(Ra)(Rb), (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2)1-2SO2Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (RaORb), and (CH2) 1-2N(Ra)SO2Rb ; Y is pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3,

CO2Ra,(CH2)1-2CO2Ra,(CH2)1-3O(CH2)0-1CH3,(CH2)1-3O(CH2)0-1CF 3, C(=O)N(Ra)(Rb),(CH2)1-2C(=O)N(Ra)(Rb),N(Ra)(Rb),(CH2)1-2N(Ra )(Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-2S02Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N(Ra)(Rb), and (CH2) 1-2N (Ra) SO2Rb ; Rg is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains one or more carbon atoms and from 1 to 4 nitrogen atoms, the heterocycle being unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) l-30 (CH2) o-lCH3, (CH2) i-30 (CH2) 0-lCF3, N (R) (Rb), (CH2)1-2C(=O)N(Ra)(Rb),N(Ra)C(=O)Rb,(CH2)1-2N(Ra)(Rb),C(=O)N (Ra)(Rb), (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-2SO2Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (Ra) (Rb), (CH2) 1-2N (Ra) SO2Rb, phenyl, and benzyl; and Rh is (i) C3-C6 cycloalkyl; (ii) phenyl; (iii) substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, bromo, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-1CH3, (CH2)1-2CO2Ra,(CH2)1-2OH,N(Ra)(Rb),(CH2)1-3O(CH2)0-1CF3,CO2R a, (CH2)1-2C(=O)N(Ra)(Rb),N(Ra)C(=O)Rb,(CH2)1-2N(Ra)(Rb),C(=O)N (Ra)(Rb), (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-4SO2Ra, S02N (Ra) (Rb), (CH2) 1 2So2N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, or (iv) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur; wherein the heterocycle is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-lCF3, C02Ra, <BR> <BR> <BR> (CH2) 1-2CO2Ra, (CH2) 1-20H, N (Ra) (Rb), (CH2) 1-2N (Ra) (Rb), C (=O) N (Ra) (Rb), (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, <BR> <BR> <BR> (CH2) 1-2S02Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, phenyl, and benzyl;

or a pharmaceutically acceptable salt thereof.

A first sub-class of the present invention is a compound of Formula (II), or a tautomer thereof, wherein B'is pyridyl, pyrazinyl, pyrimidinyl, imidazolyl, triazolyl, tetrazolyl, or thiazolyl; Rc is (i) phenyl or substituted phenyl or (ii) an unsubstituted or substituted fused bicyclic carbocycle selected from Rd is (i) an unsubstituted or substituted 5-or 6-membered monocyclic heterocycle selected from pyrazolyl, imidazolyl, pyrrolyl, pyrrolidinyl, pyridyl, piperidinyl, pyrazinyl, piperazinyl, pyridazinyl, pyrimidinyl, 1,2,4-triazolyl, 1,2,3-triazolyl, tetrazolyl, morpholinyl, tetrahydrothienyl, tetrahydrodioxothienyl, thiadiazinanyl, dioxothiadiazinanyl, thiazinanyl, dioxothiazinanyl, thiazolidinyl, dioxothiazolidinyl, isothiazolidinyl, isodioxothiazolidinyl, thiazolyl, and isothiazolyl; (ii) an unsubstituted or substituted fused bicyclic heterocycle selected from

(iii) a monocyclic heterocycle selected from pyridyl, piperidinyl, pyrazinyl, piperazinyl, and pyrimidinyl, the heterocycle being substituted with spiro-Cl-C2 alkylenedioxy or with one of unsubstituted or substituted piperidinyl, unsubstituted or substituted piperazinyl, or unsubstituted or substituted morpholinyl; Re is an unsubstituted or substituted heteroaromatic ring selected from pyridyl, pyrazinyl, and pyrimidinyl; Rf is X-NH (CH2) 1-2Y, wherein X is selected from unsubstituted or substituted pyridyl, unsubstituted or substituted pyrazinyl, and unsubstituted or substituted pyrimidinyl; and Y is unsubstituted or substituted pyrrolidinyl, unsubstituted or substituted piperidinyl, unsubstituted or substituted piperazinyl, or unsubstituted or substituted morpholinyl; Rg is an unsubstituted or substituted monocyclic heterocycle selected from pyridyl, pyrrolyl, 1,2,3-triazolyl, 1,2,4-triazolyl, pyrazolyl, imidazolyl, tetrazolyl, piperidinyl, and piperazinyl; and Rh is C3-C6 cycloalkyl, phenyl, substituted phenyl, or an unsubstituted or substituted monocyclic heterocycle selected from pyridyl, pyrrolyl, 1,2,3-triazolyl, 1,2,4-triazolyl, pyrazolyl, imidazolyl, tetrazolyl, piperidinyl, piperazinyl, and tetrahydrofuranyl; and all other variables are as defined in the first class; or a pharmaceutically acceptable salt thereof.

An aspect of the invention is a compound of Formula (II), or a tautomer thereof, wherein B'is pyridyl; and all other variables are as defined in the first sub-class; or a pharmaceutically acceptable salt thereof.

A second class of the present invention is a compound of Formula (II), or a tautomer thereof, wherein

R1 is hydrogen, fluoro, chloro, bromo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-3OCH3, (CH2)1-3OCF3, N (Ra) (Rb), CH2N (Ra) (Rb), (CH2) 0-2ruz or O (CH2) 0-2ruz R2 is hydrogen, fluoro, chloro, bromo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30CH3, (CH2) 1-30CF3, N (Ra) (Rb), CH2N (Ra) (Rb), (CH2) 0-2roc, O (CH2) 0-2Rc, (CH2)0-2Rd, O(CH2)0-2Rd, C(=O)CH2C(=O)Re, or Rf ; R3 is hydrogen, fluoro, chloro, bromo, oxo, methyl, ethyl, propyl, isopropyl, C3-C6 cycloalkyl, C3-C6 cycloalkyloxy, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-3OCH3, (CH2) 1-3OCF3, N (Ra) (Rb), (CH2) 1 2N (Ra) (Rb), C (=O) N (Ra) (Rb), (CH2) 1 2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-4N (Ra) C (=O) Rb, S02Ra, (CH2) 1-4S02Ra, S02N (Ra) (Rb), (CH2)0-2Rc,or(CH2)0-2Rg;(CH2)1-4SO2N(Ra)(Rb),(CH2)1-4N(Ra)SO 2Rb, B'is a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 or 1 sulfur atoms, and one or more carbon atoms, wherein B'is attached to the central dione moiety via a carbon atom and at least one nitrogen atom in B'is adjacent to the point of attachment; R4 and R5 are substituents attached to any nitrogen or carbon in B'except for the ring carbon attached to the central dione moiety, and are each independently selected from hydrogen, fluoro, chloro, bromo, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, C(=O)N(Ra)(Rb),(CH2)1-2C(=O)N(Ra)(Rb),N(Ra)(Rb),(CH2)1-2N(Ra )(Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-4S02Ra, S02N (Ra) (Rb), and(CH2)0-2Rh;(CH2)1-2SO2N(Ra)(Rb),(CH2)1-2N(Ra)SO2Rb, Ra and Rb are each independently hydrogen, methyl, ethyl, CF3, CH2CF3, OCF3, or OCH2CF3;

Rc is (i) phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, bromo, cyano, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, N (Ra) (Rb), (CH2) l 2N (Ra) (Rb), (CH2) 0 2CO2RaX (CH2) 0-2C (=O) N (Ra) (Rb), (CH2) 0-2SO2Ra, (CH2) 1-30CH3, or (CH2) 1-30CF3; or (ii) an 8-to 10-membered fused bicyclic carbocycle in which one ring is a benzene ring and the other ring is a saturated or unsaturated ring, wherein the fused carbocycle is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 0-2CO2Ra, (CH2) 0-2C (=O) N (Ra) (Rb), (CH2) 0-2SO2Ra, (CH2) 1-30CH3, and (CH2) 1 3OCF3 ; Rd is (i) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur; (ii) an 8-to 10-membered fused bicyclic heterocycle in which either ring is saturated or unsaturated and which contains carbon atoms and from 1 to 4 nitrogen atoms; wherein the heterocycle of (i) or (ii) is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, oxo, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 0-2CO2Ra, (CH2) 0-2C (=O) N (Ra) (Rb), (CH2) 0-2SO2Ra, (CH2) 1-30CH3, and (CH2) 1-30CF3; or (iii) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms, the heterocycle being substituted with spiro-C1-C2 alkylenedioxy, or with one of pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, and OCH2CF3; Re is a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and at least 1 carbon atom; wherein the point of attachment of the ring is a carbon atom and at least one nitrogen or sulfur atom in the ring is adjacent to the point of attachment; wherein the ring is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, oxo, methyl,

ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 0-2Co2Ra N (Ra) (Rb), (CH2) 0-2C (=0) N (R) (Rb), (CH2) o-4S02R, (CH2) l-30CH3, and (CH2) 1-3OCF3; Rf is X-NH (CH2) 1-2Y, wherein X is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms and which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, and OCH2CF3; Y is pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, and OCH2CF3; Rg is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains one or more carbon atoms and from 1 to 4 nitrogen atoms, the heterocycle being unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, and OCH2CF3; and Rh is C3-C6 cycloalkyl, phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, bromo, cyano, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 0-2CO2Ra, (CH2) 0-2C (=0) N (Ra) (Rb) (CH2) 0 2SO2Ra, (CH2) l-30CH3, or (CH2) 1-30CF3; or a pharmaceutically acceptable salt thereof.

A second sub-class is a compound of Formula (II), or a tautomer thereof, wherein B'is pyridyl, pyrazinyl, pyrimidinyl, imidazolyl, triazolyl, tetrazolyl, or thiazolyl;

Ra and Rb are each independently hydrogen or methyl; Rc is (i) phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, cyano, methyl, ethyl, propyl, isopropyl, OCH3, CF3, OCF3, or CH20CH3; or (ii) a fused bicyclic carbocycle selected from wherein the fused carbocycle is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, cyano, methyl, ethyl, propyl, isopropyl, OCH3, CF3, OCF3 and CH20CH3; Rd is (i) a 5-or 6-membered monocyclic heterocycle selected from pyrazolyl, imidazolyl, pyrrolyl, pyrrolidinyl, pyridyl, piperidinyl, pyrazinyl, piperazinyl, pyridazinyl, pyrimidinyl, 1,2,4-triazolyl, 1,2,3-triazolyl, tetrazolyl, and morpholinyl; (ii) a fused bicyclic heterocycle selected from wherein the heterocycle of (i) or (ii) is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, cyano, hydroxy, oxo, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3 CF3, OCF3, and CH20CH3; or (iii) a monocyclic heterocycle selected from pyridyl, piperidinyl, pyrazinyl, piperazinyl, and pyrimidinyl, the heterocycle being substituted with spiro-C1-C2 alkylenedioxy, or with one of piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, CF3, and OCF3; Re is a heteroaromatic ring selected from pyridyl, pyrazinyl, and pyrimidinyl; wherein the ring is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, methyl, ethyl, propyl, isopropyl, OCH3, CF3, OCF3 and CH20CH3;

Rf is X-NH (CH2) 1-2Y, wherein X is selected from pyridyl, pyrazinyl, and pyrimidinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, CF3, and OCF3; and Y is pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, CF3, and OCF3; Rg is a monocyclic heterocycle selected from pyridyl, pyrrolyl, 1,2,3-triazolyl, 1,2,4- triazolyl, pyrazolyl, and imidazolyl, the heterocycle being unsubstituted or substituted with one or more substituents selected from fluoro, chloro, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, CF3, and OCF3; Rh is C3-C6 cycloalkyl, phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, methyl, ethyl, propyl, isopropyl, OCH3, CF3, and OCF3; and all other variables are as defined in the second class; or a pharmaceutically acceptable salt thereof.

An aspect of the invention is a compound of Formula (II), or a tautomer thereof, wherein B'is pyridyl; and all other variables are as defined in the second sub-class; or a pharmaceutically acceptable salt thereof.

Exemplary compounds of the invention include compounds selected from the group consisting of 1- (3-Benzyl-5-pyrazin-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione;

1- (3-Benzyl-5-pyridin-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione; 3- [3- (2-Chlorobenzyl)-5-pyridin-2-ylmethylphenyl]-1- (4-methylpyridin-2-yl)- propane-1,3-dione; 3- [3- (3-Chlorobenzyl)-5-pyridin-2-ylmethylphenyl]-1- (4-methylpyridin-2-yl)- propane-1,3-dione; 1- [3-Benzyl-5- (2-oxo-2H-pyridin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione; 1- [3-Benzyl-5- (2-oxo-piperidin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione; 1- [3-Benzyl-5- (4-methylpiperazin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione; 1-(3-Benzylphenyl)-3-(4-methylpyridin-2-yl)-propane-1,3-dion e; <BR> <BR> <BR> <BR> <BR> <BR> 1- [3- (2, 6-difluoro-benzyl)-phenyl]-3- (4-methoxy-pyridin-2-yl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-Benzyl-phenyl)-3- (4-methoxy-pyridin-2-yl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [3- (2, 6-Difluoro-benzyl)-phenyl]-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione; 1-(3-Benzy6l-5-[6-(2-morpholin-4-yl-ethylamino)-pyrazin-2-yl ]-phenyl}-3-(4-methyl- pyridin-2-yl)-propane-1,3-dione; <BR> <BR> <BR> <BR> <BR> <BR> 1- [3-Benzyl-5- (6-methoxypyridin-2-yl)-phenyl]-3- (4-methyl-pyridin-2-yl)-propane- 1,3-dione;) <BR> <BR> <BR> <BR> <BR> <BR> 1- [3-Benzyl-5- (6-morpholin-4-yl-pyrazin-2-yl)-phenyl]-3- (4-methyl-pyridin-2-yl)- propane-1,3-dione;

1- [3-Benzyl-5- (4-methyl-3,4,5,6-tetrahydro-2H- [ 1, 2] bipyrazinyl-6'-yl)-phenyl]-3- (4- methyl-pyridin-2-yl)-propane-1,3-dione; <BR> <BR> 1- [5- (4-Fluoro-benzyl)-2, 3-dimethoxy-phenyl]-3- (4-methyl-pyridin-2-yl)-propane- 1,3-dione; <BR> <BR> 1- [2, 3-Dimethoxy-5- (2-methyl-benzyl)-phenyl]-3- (4-methyl-pyridin-2-yl)-propane- 1,3-dione; 1- (5-Benzyl-2-methoxy-3-morpholin-4-ylmethylphenyl)-3- (4-methyl-pyridin-2- yl) propane-1,3-dione; 1- (5-Benzyl-2-isopropoxy-3-pyrrolidin-1-ylmethyl-phenyl)-3- (4-methyl-pyridin-2- yl)propane-1,3-dione; 1- (5-Benzyl-2-isopropoxy-3- [1,2,4] triazol-1-ylmethylphenyl)-3- (4-methyl-pyridin-2- yl)propane-1,3-dione; <BR> <BR> 1- [5-Benzyl-2- (pyridin-2-yloxy) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione; 1-[3-Benzyl-5-(4-methylpiperazin-1-yl)phenyl]-3-(4-methylpyr idin-2-yl)-propane-1,3- dione; 1- (3-Benzyl-5- [1,2,4] triazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1, 3- dione; 1- (3-Benzyl-5-imidazol-1-ylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3-dione; 1- (3-Benzyl-5- [1,2,3] triazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione; 1- (3-Benzyl-5- [1,2,3] triazol-1-lmethylphenyl)-3-(6-chloropyridin-2-yl)-propane-1, 3- dione;

1- (3-Benzyl-5-tetrazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione; 1- (3-Benzyl-5- [1,2,3] triazol-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione; 1- (3-Benzyl-5-tetrazol-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione; 1- (3-Benzyl-5-pyrrolo [2,3] pyridin-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)- propane-1,3-dione; <BR> <BR> <BR> <BR> <BR> 1- (3-Benzylphenyl)-3- (3-isopropoxypyridin-2-yl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-Benzylphenyl)-3- (3-propoxypyridin-2-yl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3, 5-Bis-pyrazol-1-ylmethyl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione; 1-(4-Methyl-pyridin-2-yl)-3-(3-pyrazol-1-ylmethyl-phenyl)-pr opane-1,3-dione; <BR> <BR> <BR> <BR> <BR> 1- (4-Methyl-pyridin-2-yl)-3- (3-pyrrol-1-ylmethyl-phenyl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (4-Methyl-pyridin-2-yl)-3- (3-tetrazol-2-ylmethyl-phenyl)-propane-1,3-dione; 1- (4-Methyl-pyridin-2-yl)-3- (3- [1,2,3] triazol-2-ylmethyl-phenyl)-propane-1,3-dione; 1- [3- (3-Methyl-pyrazol-1-ylmethyl)-phenyl]-3- (4-methyl-pyn*din-2-yi)-propane-l, 3- dione; 1-[3-(5]Methyl-pyrazol-1-ylmethyl)-phenyl]-3-(4-methyl-pyrid in-2-yl)-propane-1,3- dione; 1-(4-Methyl-pyridin-2-yl)-3-(3-[1,2,3]triazol-2-ylmethyl-5-[ 1,2,3]triazol-1-ylmethyl phenyl)-propane-1,3-dione;

1- (3, 5-Bis-pyrrol-1-ylmethyl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-Indazol-1-ylmethyl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (4-methyl-pyridin-2-yl)-3- (3-pyrimidin-2-ylmethyl-phenyl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-Benzylphenyl)-3- (5-dimethylaminopyridin-2-yl)-propane-1, 3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-benzyl-5-pyrazin-2-yl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-benzyl-5-pyrimidin-2-yl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione; tautomers thereof; and pharmaceutically acceptable salts thereof.

Exemplary compounds of the invention also include compounds selected from the group consisting of <BR> <BR> <BR> <BR> <BR> <BR> 1- (3, 5-bis-pyridin-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane-1, 3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [3, 5-bis- (2-methyl-2H-pyrazol-3-ylmethyl) phenyl]-3- (4-methylpyridin-2-<BR> <BR> <BR> <BR> <BR> yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-Pyridin-2-ylmethyl) phenyl-3- (4-methylpyridin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [3- (l, 1-Dioxoisothiazolin-2-ylmethyl)-5- (pyridin-2-ylmethyl) phenyl]-3- (4- methylpyridin-2-yl)propane-1,3-dione; 1-[5-(2,6-Difluorobenzyl)-2,3-dimethoxyphenyl]-3-(4-methylpy ridin-2-yl)propane- 1,3-dione; 1-(5-benzyl-2-fluorophenyl)-3-(4-methylpyridin-2-yl)propane- 1,3-dione;

1-(2-Methoxy-5-[1, 2,3] triazol-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane- 1,3-dione; <BR> <BR> <BR> <BR> <BR> 1- (3-benzyl-5-indazol-1-ylmethyl) phenyl-3- (4-methylpyridin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-benzyl-5-pyrazol-1-ylmethyl) phenyl-3- (4-methylpyridin-2-yl) propane-1,3-dione; 1- (3-benzyl-5- [1,2,3] triazolo [4,5, b] pyridin-1-ylmethyl) phenyl-3- (4-methylpyridin-2- yl)-propane-1,3-dione; 1-[3-benzyl-5-(3-methyl-2,6-dioxo-3,6-dihydro-2H-pyrimidin-1 -ylmethyl)phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione; <BR> <BR> <BR> <BR> <BR> 1- [3-benzyl-5- (2-oxo-1, 2-dihydro-2H-pyrimidin-1-ylmethyl) phenyl]-3- (4-<BR> <BR> <BR> <BR> methylpyridin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-benzyl-5-purin-9-ylmethyl) phenyl-3- (4-methylpyridin-2-yl) propane-1,3-dione; 1-[3-benzyl-5-(1,1-dioxoisothiazolidin-2-ylmethyl)phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione; 1- [3-benzyl-5- (I, I-dioxothiazinan-2-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione; 1-[3-benzyl-5-(1,1-dioxo-[1,2,6]-thiadiazinan-2-ylmethyl)phe nyl]-3-(4-methylpyridin- 2-yl) propane-1,3-dione; 1-[3[benzyl-5-(2-oxo-2H-pyrimidin-1-ylmethyl)phenyl]-3-(pyri din-2-yl)propane-1,3- dione; <BR> <BR> <BR> <BR> <BR> 1- [3-benzyl-5- (I, 1-dioxotetrahydrothiophen-2-ylmethyl) phenyll-3- (4-methylpyridin-<BR> <BR> <BR> <BR> 2-yl) propane-1,3-dione; 1-[3-benzyl-5-(1,1-dioxotetrahydrothiophen-2-ylmethyl)-2-iso propoxyphenyl]-3-(4- methylpyridin-2-yl)propane-1,3-dione;

1- [3-benzyl-5- ( 1, 3-dimethyl-2, 3, 6, 1-tertrahydro-2, 6-dioxopurin-9-ylmethyl) phenyl]-3-<BR> <BR> <BR> <BR> <BR> (4-methylpyridin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [3-benzyl-5- (6-dimethylaminopurin-7-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione; <BR> <BR> <BR> <BR> <BR> <BR> I- [3-benzyl-5- (4-methyl-5-thioxo-3-trifluoromethyl-4, 5-dihydro- [1, 24]-triazol-I-<BR> <BR> <BR> <BR> <BR> ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione; 1-[3-benzyl-5-(3,7-dimethyl-3,7-dihydro-2,6-dioxopurin-1-ylm ethyl)phenyl]-3-(4- <BR> <BR> <BR> methylpyridin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [3-benzyl-5- (2-oxo-2H-pyridin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2- yl)propane-1,3-dione; 1-[3-benzyl-5-([1, 2,3] triazolo [4,5-b] pyridinyl-2-ylmethyl) phenyl]-3- (4-methylpyridin- 2-yl) propane-1,3-dione; 1-(3,5-bis-pyrazol-1-ylmethylphenyl)-3-pyridin-2-yl-propane- 1,3-dione; 1-(4-Methylpyridin-2-yl)-3-(3-pyrazol-1-ylmethyl-5-[1,2,4]tr iazol-1-ylmethylphenyl)- propane-1,3-dione; 1-[3,5-bis(3,5-dimethylpyrazol-1-ylmethyyl)phenyl]-3-(4-meth ylpyridin-2-yl)-propane- 1,3-dione; 1-(3-benzylphenyl)-3-(5-bromopyridin-2-yl)propane-1,3-dione; 1-(3-benzylphenyl)-3-(5-methoxypyridin-2-yl)propane-1,3-dion e; 1-(3-benzylphenyl)-3-(4-imidazol-1-ylmethylpyridin-2-yl)prop ane-1,3-dione; 1- (3-benzylphenyl)-3- (4- (1,2,4-triazol-1-yl) methyl) pyridin-2-yl) propane-1,3-dione;

1- (3-benzylphenyl)-3- (4- (pyrazol-1-ylmethylpyridin-2-yl) propane-1,3-dione; 1- (3-benzylphenyl)-3- (4- (1,2,3,4-tetrazol-2-yl) methyl) pyridin-2-yl) propane-1,3-dione; 1-(3-benzyl-2-([1,2,3]-triazol-1-ylmethyl)phenyl)-3-(4-imida zol-1-ylmethylpyridin-2- yl) propane-1,3-dione; 1- (3-benzylphenyl)-3- (4-methoxymethylpyridin-2-yl) propane-l, 3-dione; <BR> <BR> <BR> <BR> <BR> 1- (3-benzylphenyl)-3- (4-hydroxymethylpyridin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-benzylphenyl)-3- [4- (tetrahydrofuran-2-yl)-pyridin-2-yl] propane-1,3-dione; 1-(3,5-bis-pyrazol-1-ylmethl-phenyl)-3-(4-[1, 2,4] triazol-1-ylmethyl-pyridin-2-yl)- propane-1,3-dione; l- (3, 5-bis-pyridin-2-ylmethylphenyl)-3-(4-imidazol-l-ylmethyl-pyr idin-2-yl)(3, 5-bis-pyridin-2-ylmethylphenyl)-3-(4-imidazol-l-ylmethyl-pyr idin-2-yl) propane- 1,3-dione; tautomers thereof; and pharmaceutically acceptable salts thereof.

Additional aspects of the present invention include a compound of Formula (II), or a tautomer thereof, wherein B'is pyrazinyl, pyrimidinyl, imidazolyl, triazolyl, tetrazolyl, or thiazolyl; and all other variables are as defined in the first sub-class or as in the second sub-class; or a pharmaceutically acceptable salt thereof.

Exemplary compounds of the invention also include compounds selected from the group consisting of 1- (3-Benzylphenyl)-3- (1-H-imidazol-2-yl)-propane-1,3-dione;

1- (3-benzylphenyl)-3- (l-benzyl-1H-imidazol-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-Benzylphenyl)-3- (imidazole-4-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-Benzylphenyl)-3-pyrazin-2-ylpropane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-Benzylphenyl)-3- (2-methylthiazol-4-yl)-propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [3-Benzyl-5- (5-methylpyrazin-2-ylmethyl) phenyl]-3- (5-methylpyrazin-2-yl)- propane-1,3-dione; 1-(3-benzylphenyl)-3-(4H-[1, 2,4] triazol-3-yl) propane-1,3-dione; tautomers thereof; and pharmaceutically acceptable salts thereof.

Exemplary compounds of the invention also include compounds selected from the group consisting of 1-[3-(1,1-Dioxoisothiazolin-2-ylmethyyl)-5-(pyridin-2-ylmeth yl)phenyl]-3-(1-methyl- 1H-imidazol-4-yl) propane-1,3-dione; 1- (3-benzylphenyl)-3-(1-N-methyl-imidazole-4-yl) propane-1,(3-benzylphenyl)-3-(1-N-methyl-imidazole-4-yl) propane-1, 3-dione; <BR> <BR> <BR> <BR> <BR> <BR> 1-(3-benzylphenyl)-3-[1-N-(pyridin-4-yl) methylimidazole-4-yl] propane-1, 3-dione;(3-benzylphenyl)-3-[1-N-(pyridin-4-yl) methylimidazole-4-yl] propane-1, 3-dione 1- (3-benzylphenyl)-3-[1-N-(pyridin-2-yl) methylimidazole-4-yl] propane-1,(3-benzylphenyl)-3-[1-N-(pyridin-2-yl) methylimidazole-4-yl] propane-1, 3-dione; 1-(3-benzylphenyl)-3-[1-N-(pyridin-3-yl)methylimidazole-4-yl ]propane,-1,3-dione; 1-(3-benzylphenyl)-3-{1-N-[(1-N-tert-butylcarbamyl)-piperidi ne-4- yl] methylimidazole-4-yl} propane-1, 3-dione;

1- (3-benzylphenyl)-3- [ l-N- (piperidine-4-yl) methylimidazole-4-y] propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1-(3-benzylphenyl)-3- {1-N-[(1-N-methanesulfonyl) piperidine-4-yl] methylimidazole- 4-yl}propane-1,3-dione; 1- (3-benzylphenyl)-3-1 I-N- [2- (I-N-tert-butylearbamylpiperiazin-4- yl) ethyl] imidazole-4-yl} propane-1,3-dione; 1-(3-benzylphenyl)-3-{1-N-[2-(piperiazin-1-yl)ethyl]imidazol e-4-yl}propane-1,3- dione; <BR> <BR> <BR> <BR> <BR> 1-(3-benzylphenyl)-3- {1-N-[2-(1-N-methanesulfonyl-piperazin-4-yl) ethyl]-imidazole-<BR> <BR> <BR> <BR> 4-yl} propane-1,3-dione; 1-(3-benzylphenyl)-3-{1-N-[2-(1-N-benzylpiperiazin-4-yl)ethy l]imidazole-4- yl} propane-1,3-dione; <BR> <BR> <BR> <BR> <BR> 1- [3-benzyl-5- (6-oxo-6H-pyfimidin-1-ylmethyl) phenyl]-3- (I-methylimidazole-4-<BR> <BR> <BR> <BR> yl) propane-1, 3-dione; 1-[3-benzyl-5-(1,1-dioxoisothiazolidin-2-ylmethyl)phenyl]-3- (1-methylimidazole-4- yl) propane-1, 3-dione; <BR> <BR> <BR> <BR> <BR> 1- (3-benzylphenyl)-3-pyrimidin-2-yl-propane-1, 3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3-benzylphenyl)-3- (4-methylpyrimidin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3, 5-bis-pyrazol-1-ylmethylphenyl)-3-pyrimidin-2-yl-propane-1, 3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (3, 5-bis-pyrazol-1-ylmethylphenyl)-3- (4-methylpyrimidin-2-yl) propane-1,3-dione; 1-(3,5-bis-pyrazol-1-ylmethyl-phenyl)-3-(1H-imidazol-2-yl)pr opane-1,3-dione; 1-(3,5-bis-pyrazol-1-ylmethyl-phenyl)-3-(1-methyl-1H-imidazo l-4-yl)propane-1,3- dione;

1- {3-benzyl-5- [ (1, 1-dioxido-1,2-thiazinan-2-yl) methyl] phenyl}-3- (1, 3-thiazol-2-yl)- 1,3-propanedione; 1- {3-benzyl-5- [ (1,1-dioxido-2-isothiazolidinyl) methyl] phenyl}-3- (1,3-thiazol-2-yl)- 1,3-propanedione; <BR> <BR> <BR> <BR> <BR> 1- {3-benzyl-5-[(6-oxo-1 (6H)-pyrimidinyl) methyl] phenyl}-3-(1, 3-thiazol-2-yl)-1,3- propanedione; tautomers thereof; and pharmaceutically acceptable salts thereof.

Additional embodiments of the invention include a compound of Formula (I), or a tautomer thereof, wherein B is an 8-to 10-membered fused bicyclic heterocycle containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and carbon atoms, wherein the ring of the heterocycle attached to the central dione moiety is a 5-or 6-membered heteroaromatic ring containing at least one nitrogen or sulfur atom and the other ring of the heterocycle is a saturated or unsaturated ring; and all other variables are as originally defined or as defined in any one of the first, second, and third embodiments; or a pharmaceutically acceptable salt thereof.

An aspect of each of the immediately preceding embodiments is a compound of Formula (I) in which B is other than indole. Another aspect of each of these embodiments is a compound of Formula (I) in which when A is (ii) fused bicyclic heterocycle, then each of A and B is other than indole.

An exemplary compound of the invention includes

1- (3-benzylphenyl)-3- (5,6,7,8-tetrahydro- [1,8] naphthyridin-2-yl)-propane-1,3-dione; a tautomer thereof; or a pharmaceutically acceptable salt thereof.

Still other embodiments of the invention include a compound of Formula (I), or a tautomer thereof, wherein A is an 8-to 10-membered fused bicyclic heterocycle containing carbon atoms and from 1 to 3 heteroatoms selected from nitrogen, oxygen and sulfur, wherein the ring of the heterocycle attached to the central dione moiety is a benzene ring, and the other ring of the heterocycle is a saturated or unsaturated heteroatom-containing ring; and all other variables are respectively as originally defined above and as defined in the first embodiment; or a pharmaceutically acceptable salt thereof.

An aspect of each of the immediately preceding embodiments is a compound of Formula (I) in which A is other than indole. Another aspect of each of these embodiments is a compound of Formula (I) in which each of A and B is other than indole.

An exemplary compound of the invention includes <BR> <BR> <BR> <BR> <BR> 1- (6-benzyl-3-oxo-3,4-dihydro-2H-benzo [ 1,4] oxazin-8-yl)-3- (4-methylpyridin-2-<BR> <BR> <BR> <BR> yl) propane-1,3-dione; a tautomer thereof; or a pharmaceutically acceptable salt thereof.

Still further embodiments of the invention include a compound of Formula (I), or a tautomer thereof, wherein

A is a 5-or 6-membered heteroaromatic ring containing 0,1 or 2 nitrogen atoms and 0 or 1 sulfur atoms; and all other variables are respectively as originally defined and as defined in the first embodiment; or a pharmaceutically acceptable salt thereof.

Additional embodiments of the present invention include a compound of Formula (I), or a tautomer thereof, wherein A is a 5-or 6-membered heteroaromatic ring containing 0,1 or 2 nitrogen atoms and 0 or 1 sulfur atoms; B is (i) a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 or 1 sulfur atoms, and at least 1 carbon atom, or (ii) an 8-to 10-membered fused bicyclic heterocycle containing from 1 to 3 nitrogen atoms and carbon atoms, wherein the ring of the heterocycle attached to the central dione moiety is a 5-or 6- membered heteroaromatic ring containing at least one nitrogen atom and the other ring of the heterocycle is a saturated or unsaturated ring; wherein B is attached to the central dione moiety via a carbon atom and at least one nitrogen or sulfur atom in B is adjacent to the point of attachment; and all other variables are respectively as originally defined and as defined in the first embodiment; or a pharmaceutically acceptable salt thereof.

An aspect of each of the immediately preceding embodiments is a compound of Formula (I) in which when B is (ii) a fused bicyclic heterocycle, B is other than indole.

A third class of the present invention is a compound of Formula (I), or a tautomer thereof, wherein

A is pyrrolyl, thienyl, or pyridyl; and B is (i) a heteroaromatic ring selected from pyridyl, pyrazinyl, pyrimidinyl, . imidazolyl, triazolyl, tetrazolyl, and thiazolyl, or (ii) a fused bicyclic heterocycle selected from and all other variables are as originally defined; or a pharmaceutically acceptable salt thereof.

A third sub-class of the present invention is a compound of Formula (I), or a tautomer thereof, wherein R1 is hydrogen, fluoro, chloro, bromo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, N(Ra)(Rb),CH2N(Ra)(Rb),(CH2)1-3O(CH2)0-1CH3,(CH2)1-3O(CH2)0- 1CF3, (CH2) 0-2roc or O (CH2) 0-2ruz R2 is hydrogen, fluoro, chloro, bromo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, N(Ra)(Rb),CH2N(Ra)(Rb),(CH2)1-3O(CH2)0-1CH3,(CH2)1-3O(CH2)0- 1CF3, (CH2) 0-2roc O(CH2)0-2Rc, (CH2)0-2Rd, O(CH2)0-2Rd, C(=O)CH2C(=O)Re, or

R3 is hydrogen, fluoro, chloro, bromo, oxo, methyl, ethyl, propyl, isopropyl, C3-C6 cycloalkyl, C3-C6 cycloalkyloxy, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-1CH3, (CH2) l-30 (CH2) 0-lCF3, N (Ra) (Rb), (CH2) i-2N (Ra) (Rb), C (=0) N (Ra) (Rb), (CH2)1-2N(Ra)C(=O)Rb,SO2Ra,(CH2)1-2C(=O)N(Ra)(Rb),N(Ra)C(=O) Rb, <BR> <BR> <BR> (CH2) 1-2S02Ra, S02N (Ra) (Rb), (CH2) 1-2S02N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, (CH2) 0 2RC or (CH2) 0-2Rg; R4 and R5 are substituents attached to any nitrogen or carbon in B'except for the ring carbon attached to the central dione moiety, and are each independently selected from hydrogen, fluoro, chloro, bromo, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-20H, (CH2) 1-20-Cl-C4 alkyl, (CH2) 1-30 (CH2) 0-lCF3, N (Ra) (Rb), (CH2)1-2C(=O)N(Ra)(Rb),N(Ra)C(=O)Rb,(CH2)1-2N(Ra)(Rb),C(=O)N (Ra)(Rb), (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-2S02Ra, S02N (Ra) (Rb), and(CH2)0-2Rh;(CH2)1-2SO2N(Ra)(Rb),(CH2)1-2N(Ra)SO2Rb, Ra and Rb are each independently hydrogen, C1-C4 alkyl, or fluorinated C1-C4 alkyl; Rc is (i) phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-3O(CH2)0-1CH3, (CH2)1-3O(CH2)0-1CF3, CO2Ra, <BR> <BR> <BR> (CH2) 1 2C02Ra, N (Ra) (Rb), (CH2) 1 2N (Ra) (Rb), C (=O) N (Ra) (Rb),<BR> <BR> <BR> <BR> <BR> <BR> <BR> (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2)1-2SO2N(Ra)(Rb),and(CH2)1-2SO2Ra,SO2N(Ra)(Rb), (CH2) 1-2N (Ra) S02Rb; or (ii) an 8-to 10-membered fused bicyclic carbocycle in which one ring is a benzene ring and the other ring is a saturated or unsaturated ring, wherein the fused carbocycle is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-3O(CH2)0-1CH3, (CH2)1-3O(CH2)0-1CF3, CO2Ra, (CH2)1-2N(Ra)(Rb),C(=O)N(Ra)(Rb),N.(Ra)(Rb), (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C 0) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra,

(CH2)1-2SO2N(Ra)(Rb),and(CH2)1-2SO2Ra,SO2N(Ra)(Rb), (CH2) 1-2N (Ra) S02Rb ; Rd is (i) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur, wherein each ring sulfur is in a form selected from S, SO and S02; (ii) an 8-to 10-membered fused bicyclic heterocycle in which either ring is saturated or unsaturated and which contains carbon atoms and from 1 to 4 nitrogen atoms; wherein the heterocycle of (i) or (ii) is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, thio, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, CO2Ra,(CH2)1-2CO2Ra,(CH2)1-3O(CH2)0-1CH3,(CH2)1-3O(CH2)0-1CF 3, C(=O)N(Ra)(Rb),(CH2)1-2C(=O)N(Ra)(Rb),N(Ra)(Rb),(CH2)1-2N(Ra )(Rb), SO2Ra,(CH2)1-2SO2Ra,SO2N(Ra)(Rb),N(Ra)C(=O)Rb,9CH2)1-2N(Ra)C (=O)Rb, (CH2) 1-2SO2N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, phenyl, and benzyl; or (iii) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms, the heterocycle being substituted with spiro-C1-C2 alkylenedioxy, or with one of pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-lCF3, C02Ra, (CH2) 1-2C02Ra, N (Ra) (Rb), (CH2) 1-2N (Ra) (Rb), C (=O) N (Ra) (Rb), (CH2) 1 2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1 2So2Ra S02N (Ra) (Rb), (CH2) 1 2S02N (Ra) (Rb), (CH2) 1 2N (Ra) S02Rb, phenyl, and benzyl; Re is a 5-or 6-membered heteroaromatic ring containing from 1 to 4 nitrogen atoms, 0 to 2 sulfur atoms, and at least 1 carbon atom; wherein the point of attachment of the ring is a carbon atom and at least one nitrogen or sulfur atom in the ring is adjacent to the point of attachment; wherein the ring is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2,

CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3 (CH2)1-2CO2Ra,N(Ra)(Rb),(CH2)1-3O(CH2)0-1CF3,CO2Ra, (CH2)1-2C(=O)N(Ra)(Rb),N(Ra)C(=O)Rb,(CH2)1-2N(Ra)(Rb),C(=O)N (Ra)(Rb), (CH2)1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-2S02Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, phenyl, and benzyl; Rf is X-NH (CH2) 1-2Y, wherein X is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms and which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1 2OHX oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-3O(CH2)0-1CH3, (CH2)1-3O(CH2)0-1CF3, CO2Ra, (CH2)1-2N(Ra)(Rb),C(=O)N(Ra)(Rb),N(Ra)(Rb), (CH2)1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2)1-2SO2N(Ra)(Rb),and(CH2)1-2SO2Ra,SO2N(Ra)(Rb), (CH2) 1-2N (Ra) S02Rb; Y is pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-2OH, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, CO2Ra,(CH2)1-2CO2Ra,(CH2)1-3O(CH2)0-1CH3,(CH2)1-3O(CH2)0-1CF 3, C(=O)N(Ra)(Rb),(CH2)1-2C(=O)N(Ra)(Rb),N(Ra)(Rb),(CH2)1-2N(Ra )(Rb), <BR> <BR> N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-2S02Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (Ra) (Rb), and (CH2) 1-2N(Ra)SO2Rb; Rg is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains one or more carbon atoms and from 1 to 4 nitrogen atoms, the heterocycle being unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, (CH2) 1-20H, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-lCF3, N (Ra) (Rb), (CH2) 1-2N(Ra)(Rb), C(=O)N(Ra)(Rb), (CH2) 1-2C (=0) N (Ra) (Rb), N (Ra) C (=0) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-2S02Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, phenyl, and benzyl; and

Rh is (i) C3-C6 cycloalkyl; (ii) phenyl; (iii) substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, bromo, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-30 (CH2) 0-lCH3 (CH2)1-2CO2Ra,(CH2)1-2OH,N(Ra)(Rb),(CH2)1-3O(CH2)0-1CF3,CO2R a, (CH2)1-2C(=O)N(Ra)(Rb),N(Ra)C(=O)Rb,(CH2)1-2N(Ra)(Rb),C(=O)N (Ra)(Rb), (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-4S02Ra, S02N (Ra) (Rb), (CH2) 1-2SO2N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, or (iv) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur; wherein the heterocycle is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-3 (CH2) 0-lCH3, (CH2) 1-30 (CH2) 0-lCF3, C02Ra, <BR> <BR> (CH2) 1 2C02Ra, (CH2) 1 20H, N (Ra) (Rb), (CH2) 1 2N (Ra) (Rb), C (=O) N (Ra) (Rb), (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, <BR> <BR> (CH2) 1-2S02Ra, S02N (Ra) (Rb), (CH2) 1-2S02N (Ra) (Rb), (CH2) 1-2N (Ra) S02Rb, phenyl, benzyl; and A and B are as defined in the third class; or a pharmaceutically acceptable salt thereof.

A fourth sub-class of the present invention is a compound of Formula (I), or a tautomer thereof, wherein Rc is (i) phenyl or substituted phenyl or (ii) an unsubstituted or substituted fused bicyclic carbocycle selected from

Rd is (i) an unsubstituted or substituted 5-or 6-membered monocyclic heterocycle selected from pyrazolyl, imidazolyl, pyrrolyl, pyrrolidinyl, pyridyl, piperidinyl, pyrazinyl, piperazinyl, pyridazinyl, pyrimidinyl, 1,2,4-triazolyl, 1,2,3-triazolyl, tetrazolyl, morpholinyl, tetrahydrothienyl, tetrahydrodioxothienyl, thiadiazinanyl, dioxothiadiazinanyl, thiazinanyl, dioxothiazinanyl, thiazolidinyl, dioxothiazolidinyl, isothiazolidinyl, isodioxothiazolidinyl, thiazolyl, and isothiazolyl; (ii) an unsubstituted or substituted fused bicyclic heterocycle selected from

(iii) a monocyclic heterocycle selected from pyridyl, piperidinyl, pyrazinyl, piperazinyl, and pyrimidinyl, the heterocycle being substituted with spiro-C1-C2 alkylenedioxy or with one of unsubstituted or substituted piperidinyl, unsubstituted or substituted piperazinyl, or unsubstituted or substituted morpholinyl; Re is an unsubstituted or substituted heteroaromatic ring selected from pyridyl, pyrazinyl, and pyrimidinyl; Rf is X-NH (CH2) 1 2Ys wherein X is selected from unsubstituted or substituted pyridyl, unsubstituted or substituted pyrazinyl, and unsubstituted or substituted pyrimidinyl; and Y is unsubstituted or substituted pyrrolidinyl, unsubstituted or substituted piperidinyl, unsubstituted or substituted piperazinyl, or unsubstituted or substituted morpholinyl;

Rg is an unsubstituted or substituted monocyclic heterocycle selected from pyridyl, pyrrolyl, 1, 4-triazolyl, pyrazolyl, imidazolyl, tetrazolyl, piperidinyl, and piperazinyl; and Rh is C3-C6 cycloalkyl, phenyl, substituted phenyl, or an unsubstituted or substituted monocyclic heterocycle selected from pyridyl, pyrrolyl, 1,2,3-triazolyl, 1,2,4-triazolyl, pyrazolyl, imidazolyl, tetrazolyl, piperidinyl, piperazinyl, and tetrahydrofuranyl; and all other variables are as defined in the third sub-class; or a pharmaceutically acceptable salt thereof.

A fourth class of the present invention is a compound of Formula (I), or a tautomer thereof, wherein A is pyrrolyl, thienyl, or pyridyl; R1 is hydrogen, fluoro, chloro, bromo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-3OCH3, (CH2)1-3OCF3, N (Ra) (Rb), CH2N (Ra) (Rb), (CH2) 0-2RCs or O(CH2)0-2Rc; R2 is hydrogen, fluoro, chloro, bromo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1-3OCH3, (CH2) 1-30CF3, N (Ra) (Rb), CH2N (Ra) (Rb), (CH2)0-2Rc, O (CH2) 0-2ruz (CH2) 0-2rad, or O (CH2) 0-2Rd; R3 is hydrogen, fluoro, chloro, bromo, oxo, methyl, ethyl, propyl, isopropyl, C3-C6 cycloalkyl, C3-C6 cycloalkyloxy, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 1 3OCH3, (CH2) 1-3OCF3, N (Ra) (Rb), (CH2) 1-2N (Ra) (Rb), C (0) N (Ra) (Rb), (CH2) 1-2C (=O) N (Ra) (Rb), N (Ra) C (=O) Rb, (CH2) 1-4N (Ra) C (=O) Rb, S02Ra, (CH2) 1-4S02Ra, S02N (Ra) (Rb), (CH2)0-2Rc,or(CH2)0-2Rg;(CH2)1-4SO2N(Ra)(Rb),(CH2)1-4N(Ra)SO 2Rb, B is (i) a heteroaromatic ring selected from pyridyl, pyrazinyl, pyrimidinyl, imidazolyl, triazolyl, tetrazolyl, and thiazolyl, or (ii) a fused bicyclic heterocycle selected from

R4 and R5 are substituents attached to any nitrogen or carbon in B except for the ring carbon attached to the central dione moiety, and are each independently selected from hydrogen, fluoro, chloro, bromo, hydroxy, oxo, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, <BR> <BR> N (Ra) (Rb), (CH2) 1 2N (Ra) (Rb), C (=O) N (Ra) (Rb), (CH2) l 2C (=O) N (Ra) (Rb),<BR> <BR> <BR> <BR> N (Ra) C (=O) Rb, (CH2) 1-2N (Ra) C (=O) Rb, S02Ra, (CH2) 1-4S02Ra, S02N (Ra) (Rb), (CH2) 1 2SO2N (Ra) (Rb) (CH2) l 2N (Ra) SO2Rbv and (CH2) 0-2Rh ; Ra and Rb are each independently hydrogen, methyl, ethyl, CF3, CH2CF3, OCF3, or OCH2CF3; Rc is (i) phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, bromo, cyano, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, N (Ra) (Rb), (CH2) 1-2N (Ra) (Rb), (CH2) 0-2C02Ra, (CH2) 0-2C N(Ra)(Rb), (CH2)0-2SO2Ra, (CH2)1-3OCH3, or (CH2) l-30CF3; or (ii) an 8-to 10-membered fused bicyclic carbocycle in which one ring is a benzene ring and the other ring is a saturated or unsaturated ring, wherein the fused carbocycle is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 0-2Co2RaX (CH2) 0-2C N(Ra)(Rb), (CH2)0-2SO2Ra, (CH2)1-3OCH3, and (CH2) l-30CF3;

Rd is (i) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains at least one carbon atom and from 1 to 4 heteroatoms selected from nitrogen, oxygen, and sulfur; (ii) an 8-to 10-membered fused bicyclic heterocycle in which either ring is saturated or unsaturated and which contains carbon atoms and from 1 to 4 nitrogen atoms; wherein the heterocycle of (i) or (ii) is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, oxo, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 0-2C02Ra, (CH2) 0-2C (=0) N (R) (Rb), (CH2) o-2S02R, (CH2) l-30CH3, and (CH2) 1-3OCF3 ; or (iii) a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains carbon atoms and from 1 to 3 nitrogen atoms, the heterocycle being substituted with spiro-Cl-C2 alkylenedioxy, or with one of pyrrolidinyl, piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, and OCH2CF3; Rg is a 5-or 6-membered monocyclic heterocycle which is saturated or unsaturated and which contains one or more carbon atoms and from 1 to 4 nitrogen atoms, the heterocycle being unsubstituted or substituted with one or more substituents selected from fluoro, chloro, bromo, cyano, hydroxy, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, and OCH2CF3; and Rh is C3-C6 cycloalkyl, phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, bromo, cyano, hydroxy, methyl, ethyl, propyl, isopropyl, OCH3, OCH2CH3, OCH2CH2CH3, OCH (CH3) 2, CF3, CH2CF3, OCF3, OCH2CF3, (CH2) 0-2Co2Raf (CH2) 0-2C (=0) N (Ra) (Rb), (CH2) o- 2SO2Ra, (CH2) l-30CH3, or (CH2) 1 3OCF3 ; or a pharmaceutically acceptable salt thereof.

A fifth sub-class of the present invention is a compound of Formula (I), or a tautomer thereof, wherein Ra and Rb are each independently hydrogen or methyl; Rc is (i) phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, cyano, methyl, ethyl, propyl, isopropyl, OCH3, CF3, OCF3, or CH20CH3; or (ii) a fused bicyclic carbocycle selected from wherein the fused carbocycle is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, cyano, methyl, ethyl, propyl, isopropyl, OCH3, CF3, OCF3 and CH20CH3; Rd is (i) a 5-or 6-membered monocyclic heterocycle selected from pyrazolyl, imidazolyl, pyrrolyl, pyrrolidinyl, pyridyl, piperidinyl, pyrazinyl, piperazinyl, pyridazinyl, pyrimidinyl, 1,2,4-triazolyl, 1,2,3-triazolyl, tetrazolyl, and morpholinyl; (ii) a fused bicyclic heterocycle selected from wherein the heterocycle of (i) or (ii) is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, cyano, hydroxy, oxo, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, CF3, OCF3, and CH20CH3; or (iii) a monocyclic heterocycle selected from pyridyl, piperidinyl, pyrazinyl, piperazinyl, and pyrimidinyl, the heterocycle being substituted with spiro-Cl-C2 alkylenedioxy, or with one of piperidinyl, piperazinyl, or morpholinyl, which is unsubstituted or substituted with one or more substituents selected from fluoro, chloro, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, CF3, and OCF3;

Rg is a monocyclic heterocycle selected from pyridyl, pyrrolyl, 1,2,3-triazolyl, 1,2,4- triazolyl, pyrazolyl, and imidazolyl, the heterocycle being unsubstituted or substituted with one or more substituents selected from fluoro, chloro, N (Ra) (Rb), methyl, ethyl, propyl, isopropyl, OCH3, CF3, and OCF3; and Rh is C3-C6 cycloalkyl, phenyl or substituted phenyl, wherein each substituent on the substituted phenyl is independently fluoro, chloro, methyl, ethyl, propyl, isopropyl, OCH3, CF3, and OCF3; and all other variables are as defined above in the fourth class; or a pharmaceutically acceptable salt thereof.

Exemplary compounds of the invention include compounds selected from the group consisting of 1- [1- (4-fluorobenzyl)-lH-pyrrol-2-yl]-3-pyrimidin-4-yl-propan-1,3 -dione ; 1-1-(4-fluorobenzl)-1H-pyrrol-2-yl]-3-thiazol-2-yl-propan-1, 3-dione; <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [l- (4-Fluorobenzyl)-lH-pyrrol-2-yl]-3- (4-methylpyridin-2-yl) propan-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (l-Benzyl-1H-imidazol-2-yl)-3- [ 1- (4-fluorobenzyl)-1H-pyrrol-2-yl) propan-1,3- dione; <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1-[1- (4-Fluorobenzyl)-lH-pyrrol-3-yl]-3-pyridin-2-ylpropan-1,3-di one;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- (1- (4-Fluorobenzyl)-1H-imidazol-2-yl)-3- [ 1- (4-fluorobenzyl)-lH-pyrrol-2- yl) propan-1,3-dione; <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [l- (4-Fluorobenzyl)-IH-pyrrol-2-yl]-3- (4H- [1,2,4] triazol-3-yl-propan-1, 3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [1- (4-Fluorobenzyl)-4- (2-oxo-2H-pyridin-1-yl)-lH-pyrrol-2-yl]-3-pyridin-2-yl- propan-1,3-dione;

l- (1H-Imidazol-2-yl)-3-(5-phenethylthiophen-2-yl) propane-l, 3-dione; 1- (5-Benzyl-thiophen-2-yl)-3-pyridin-2-yl-propane-1,3-dione; 1- (5-Benzylthiophen-2-yl)-3- (4-methyl-pyridin-2-yl) propane-l, 3-dione; l- [5- (3-Chlorobenzyl) thiophen-2-yl]-3-pyridin-2-yl-propane-1,3-dione; 1- [5- (4-Fluorobenzyloxy) thiophen-2-yl]-3- (4-methylpyridin-2-yl) propane-l, 3-dione; l- [5- (4-Fluorobenzyloxy) thiophen-2-yl]-3-pyridin-2-yl-propane-1,3-dione; tautomers thereof; and pharmaceutically acceptable salts thereof.

A preferred embodiment of the invention is a compound selected from the group consisting of <BR> <BR> <BR> <BR> <BR> 1- (3, 5-bis-pyrazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> 1- (3-benzyl-5-tetrazol-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane-l, 3-dione; 1- (3-benzyl-5- [1,2,4] triazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione; <BR> <BR> <BR> 1- (3-benzyl-5-tetrazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane-1,3-dione; 1- (3-benzyl-5- [1,2,3] triazol-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione; 1- [3-benzyl-5- (4-methylpiperazin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2- yl) propane-1,3-dione; 1- (3-benzyl-5- [1,2,3] triazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane-1,3- dione; 1- (3-benzyl-5-pyrazin-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane-1,3-dione;

1- [3-benzyl-5- (2-oxopiperidin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane- 1,3-dione; 1- (3-Benzyl-5- [1,2,4] triazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione; 1- (3, 5-bis-pyridin-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane-1,3-dione; 1-[3-benzyl-5-(3-methyl-2,6-dioxo-3,6-dihydro-2H-pyrimidin-1 -ylmethyl)phenyl]-3- (4-methylpyridin-2-yl)propane-1,3-dione; <BR> <BR> <BR> <BR> <BR> <BR> 1- [3-benzyl-5- (2-oxo-l, 2-dihydro-2H-pyrimidin-l-ylmethyl) phenyl]-3- (4-<BR> <BR> <BR> <BR> <BR> methylpyridin-2-yl) propane-1,3-dione;<BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> 1- [3-benzyl-5- (l, 1-dioxoisothiazolidin-2-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione; l- [3-benzyl-5- ( l, 1-dioxothiazinan-2-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-l, 3-dione; 1-[3-benzyl-5-(1,1-dioxo-[1,2,6]-thiadiazinan-2-ylmethyl)phe nyl]-3-(4-methylpyridin- 2-yl) propane-1,3-dione; 1-(3-benzylphenyl)-3-(1H-imidazol-2-yl)propane-1,3-dione; 1-(3-benzylphenyl)-3-(1H-imidazol-4-yl)propane-1,3-dione; 1-[3-benzyl-5-(1,1-dioxoisothiazolidin-2-ylmethyl)phenyl]-3- (1-methylimidazole-4- yl)propane-1,3-dione; l- {3-benzyl-5-[(6-oxo-l (6H)-pyrimidinyl) methyl] phenyl}-3- (1, 3-thiazol-2-yl)-1,3- propanedione; tautomers thereof;

and pharmaceutically acceptable salts thereof.

Other embodiments of the present invention include the following: (a) A pharmaceutical composition comprising a compound of Formula (I) and a pharmaceutically acceptable carrier.

(b) The pharmaceutical composition of (a), further comprising at least one antiviral selected from the group consisting of HIV protease inhibitors, non- nucleoside HIV reverse transcriptase inhibitors, and nucleoside HIV reverse transcriptase inhibitors.

(c) A method of inhibiting HIV integrase in a subject in need thereof which comprises administering to the subject a therapeutically effective amount of a compound of Formula (I).

(d) A method of preventing or treating infection by HIV in a subject in need thereof which comprises administering to the subject a therapeutically effective amount of a compound of Formula (I).

(e) The method of (d), wherein the compound of Formula (I) is administered in combination with a therapeutically effective amount of at least one antiviral selected from the group consisting of HIV protease inhibitors, non- nucleoside HIV reverse transcriptase inhibitors, and nucleoside HIV reverse transcriptase inhibitors.

(f) A method of treating AIDS in a subject in need thereof which comprises administering to the subject a therapeutically effective amount of a compound of Formula (I).

(g) The method of (f), wherein the compound is administered in combination with a therapeutically effective amount of at least one antiviral selected from the group consisting of HIV protease inhibitors, non-nucleoside HIV reverse transcriptase inhibitors, and nucleoside HIV reverse transcriptase inhibitors (h) A method of inhibiting HIV integrase in a subject in need thereof which comprises administering to the subject a therapeutically effective amount of the composition of (a) or (b).

(i) A method of preventing or treating infection by HIV in a subject in need thereof which comprises administering to the subject a therapeutically effective amount of the composition of (a) or (b).

(j) A method of preventing or treating HIV infection in a subject in need thereof which comprises administering to the subject a therapeutically effective amount of the composition of (a) or (b).

(k) A method of treating AIDS in a subject in need thereof which comprises administering to the subject a therapeutically effective amount of the composition of (a) or (b).

(1) A method of treating AIDS in a subject in need thereof which comprises administering to the subject a therapeutically effective amount of the composition of (a) or (b).

Additional embodiments of the invention include the pharmaceutical compositions and methods set forth in (a)-(l) above, wherein the compound employed therein is a compound of one of the embodiments, classes, sub-classes, or aspects of compounds described above.

As used herein, the term"Cl-C6 alkyl"means linear or branched chain alkyl groups having from 1 to 6 carbon atoms and includes all of the hexyl alkyl and pentyl alkyl isomers as well as n-, iso-, sec-and t-butyl, n-and isopropyl, ethyl and methyl."Cl-C4 alkyl"means n-, iso-, sec-and t-butyl, n-and isopropyl, ethyl and methyl.

The term"C1-C6 alkoxy"means an-O-alkyl group wherein alkyl is C to C6 alkyl. ''C1-C4 alkoxy"has an analogous meaning; i. e., it is an alkoxy group selected from methoxy, ethoxy, n-propoxy, isopropoxy, n-butoxy, isobutoxy, tert- butoxy, and sec-butoxy.

The term"C2-C8 alkoxyalkyl"means a linear or branched C1-C6 alkyl group as defined above having as a substituent a Cl-C6 alkoxy group as defined above, wherein the alkoxyalkyl group has a total of from 2 to 8 carbon atoms.

Representative examples of suitable alkoxyalkyl groups include, but are not limited to, the C1-C6 alkoxy-substituted methyl groups (methoxymethyl, ethoxymethyl, n- propoxymethyl, isopropoxymethyl, and the butyloxymethyl, pentyloxymethyl, and hexyloxymethyl isomers), and the C 1-c6 alkoxy-substituted ethyl groups. Other suitable alkoxyalkyl groups include the series (CH2) l-60CH3, (CH2) l-40CH3, (CH2) 1 30CH3, (CH2) 1-6OCH2CH3, (CH2) 1-40CH2CH3 and (CH2) 1-30CH2CH3.

The term"C3-C7 cycloalkyl"means a cyclic ring of an alkane having three to seven total carbon atoms (i. e., cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl, or cycloheptyl). The term"C3-C6 cycloalkyl"refers to a cyclic ring

selected from cyclopropyl, cyclobutyl, cyclopentyl, and cyclohexyl."C3-C5 cycloalkyl"has an analogous meaning.

The term"C3-C7 cycloalkyloxy"means a group-OR* wherein R* is C3-C7 cycloalkyl as defined above. Each of the terms"C3-C6 cycloalkyloxy"and "C3-C5 cycloalkyloxy"has an analogous meaning.

The term"halogen" (which may alternatively be referred to as"halo") refers to fluorine, chlorine, bromine and iodine (alternatively, fluoro, chloro, bromo, and iodo).

The term"thio" (also referred to herein as"thioxo") means divalent sulfur; i. e., =S.

The tenm"fluorinated C1-C6 alkyl" (which may alternatively be referred to as"C1-C6 fluoroalkyl") means a Ci to C6 linear or branched alkyl group as defined above with one or more fluorine substituents. The term"fluorinated C1-C4 alkyl"has an analogous meaning. Representative examples of suitable fluoroalkyls include the series (CH2) 0-4CF3 (i. e., trifluoromethyl, 2,2,2-trifluoroethyl, 3,3,3- trifluoro-n-propyl, etc.), 1-fluoroethyl, 2-fluoroethyl, 2,2-difluoroethyl, 3,3,3- trifluoroisopropyl, 1,1,1,3,3,3-hexafluoroisopropyl, and perfluorohexyl.

The term"fluorinated C1-C6 alkoxy" (which may alternatively be referred to as"C1-C6 fluoroalkoxy") means a C1-C6 alkoxy group as defined above wherein the alkyl moiety has one or more fluorine substituents. The term"fluorinated C 1-C4 alkoxy"has an analogous meaning. Representative examples include the series O (CH2) 0-4CF3 (i. e., trifluoromethoxy, 2,2,2-trifluoroethoxy, 3,3,3-trifluoro-n- propoxy, etc.), 1,1,1,3,3,3-hexafluoroisopropoxy, and so forth.

The term"fluorinated C2-Cg alkoxyalkyl"means C2-Cg alkoxyalkyl as defined above, wherein either or both the alkoxy moiety and the alkyl moiety has one or more fluorine substituents. Representative examples of suitable fluorinated alkoxyalkyl groups include, but are not limited to, the C1-C6 fluoroalkoxy-substituted methyl groups (e. g., fluoromethoxymethyl, 2-fluoroethoxymethyl, and 3-fluoro-n- propoxymethyl), C1-C6 difluoroalkoxymethyl groups (e. g., difluoromethoxymethyl and 2,2-difluoroethoxymethyl), C1-C6 trifluoroalkoxy-substituted methyl groups (e. g., trifluoromethoxymethyl and 2,2,2-trifluoroethoxymethyl), Cl-C alkoxy- substituted fluoromethyl groups (e. g., methoxy-or ethoxy-fluoromethyl), and C1-C6 alkoxy-substituted difluoromethyl groups (e. g., methoxy-or ethoxy-difluoromethyl).

Other suitable fluorinated alkoxyalkyl groups include the series (CH2) 1 6OCF3

(CH2) 1-40CF3, (CH2) 1-30CF3, (CH2) 1-60CH2CF3, (CH2) 1-40CH2CF3, and (CH2) 1 3oCH2CF3.

The tenm"carbocycle" (which may alternatively be referred to herein as "carbocyclic") as used herein broadly refers to a C3 to C8 monocyclic, saturated or unsaturated ring or a C7 to C1o bicyclic ring system in which each ring is saturated or unsaturated. The carbocycle may be attached at any carbon atom which results in a stable compound. The fused bicyclic carbocycles are a subset of the carbocycles; i. e., the term"fused bicyclic carbocycle"generally refers to a C7 to C1o bicyclic ring system in which each ring is saturated or unsaturated and two adjacent carbon atoms are shared by each of the rings in the ring system. A subset of the fused bicyclic carbocycles are the fused bicyclic carbocycles in which one ring is a benzene ring and the other ring is saturated or unsaturated, with attachment via any carbon atom that results in a stable compound. Representative examples of this subset include the following: The term"heterocycle" (which may alternatively be referred to as "heterocyclic") broadly refers to a 5-to 7-membered monocyclic ring or 7-to 10- membered bicyclic ring system any ring of which is saturated or unsaturated, and which consists of carbon atoms and one or more heteroatoms selected from N, O and S, and wherein the nitrogen and sulfur heteroatoms may optionally be oxidized, and the nitrogen heteroatom may optionally be quaternized. The heterocyclic ring may be attached at any heteroatom or carbon atom, provided that attachment results in the creation of a stable structure. Representative examples of heterocyclics include piperidinyl, piperazinyl, azepinyl, pyrrolyl, pyrrolidinyl, pyrazolyl, pyrazolidinyl, imidazolyl, imidazolidinyl, imidazolinyl, pyridyl, pyrazinyl, pyrimidinyl, pyridazinyl, oxazolyl, oxazolidinyl, isoxazolyl, isoxazolidinyl, morpholinyl, thiazolyl, thiazolidinyl, isothiazolyl, quinoxazolinyl, isothiazolidinyl, quinolinyl, isoquinolinyl,

benzimidazolyl, thiadazolyl, benzopyranyl, benzothiazolyl, benzoazolyl, furyl, tetrahydrofuryl, tetrahydropuranyl, thienyl (also referred to as thiophenyl), benzothiophenyl, and oxadiazolyl. Representative examples of heterocyclics also include tetrahydrothienyl, tetrahydrodioxothienyl, thiadiazinanyl, dioxothiadiazinanyl, thiazinanyl, dioxothiazinanyl, dioxothiazolidinyl, and isodioxothiazolidinyl.

Fused ring heterocycles form a subset of the heterocycles as defined above; i. e., the term"fused bicyclic heterocycle"refers to a heteroatom-containing bicyclic ring system as defined in the preceding paragraph in which two adjacent atoms are shared by both rings. A subset of the fused bicyclic heterocycles is the fused bicyclic heterocycle containing carbon atoms and one or more heteroatoms selected from nitrogen, oxygen and sulfur, wherein one ring is a benzene ring and the other is a saturated or unsaturated heteroatom-containing ring. Representative examples of this subset include, but are not limited to, the following: Heteroaromatics form another subset of the heterocycles as defined above; i. e., the term"heteroaromatic"generally refers to a heterocycle as defined above in which the ring system (whether mono-or bi-cyclic) is an aromatic ring system. The term"heteroaromatic ring"refers to a monocyclic heterocycle as defined above which is an aromatic heterocycle. Representative examples of heteroaromatics include pyridyl, pyrrolyl, pyrazinyl, pyrimidinyl, thienyl (alternatively referred to as thiophenyl), thiazolyl, furanyl, imidazolyl, pyrazolyl, triazolyl, tetrazolyl, oxazolyl, oxadiazolyl, thiazolyl, and thiadiazolyl.

It is important to note that the foregoing definitions of carbocycle, fused bicyclic carbocycle, heterocycle, fused bicyclic heterocycle, heteroaromatic, and heteroaromatic ring are offered as general guidance on the scope of these terms as used herein. Additional restrictions are typically imposed on these terms in the definition of the variables A, B, and Rl to R5 in Formula (I). For example, the carbon number range of a carbocycle may be narrowed, or the type and/or number of heteroatoms in a heterocycle may be more limited, or the point of attachment of the heterocycle may be restricted (e. g., limited to a ring carbon atom), or certain heterocycles may be altogether excluded (e. g., provisos excluding indole from the definition of A and/or B).

The compounds of the invention typically have a value of log P greater than 0. P is the partition coefficient of a molecule in a defined charged state in a biphasic octanol/aqueous system; i. e., P = Conc'n of the molecule in octanol Conc'n of the molecule in pH = 7.4 phosphate buffer The coefficient is measured at ambient temperature. Log P is the base 10 logarithm of P. Log P is a well-established measure of hydrophobicity and is often indicative of the cell membrane permeability of a compound. Compounds with log P values less than zero (and especially less than-0.5) often have low or no cell permeability, whereas compounds with a log P greater than zero typically can permeate cells freely where they can exhibit potent antiviral activity.

The present invention includes pharmaceutical compositions useful for inhibiting HIV integrase, comprising an effective amount of a compound of this invention, and a pharmaceutically acceptable carrier. Pharmaceutical compositions useful for treating infection by HIV, or for treating AIDS or ARC, are also encompassed by the present invention, as well as a method of inhibiting HIV integrase, and a method of treating infection by HIV, or of treating AIDS or ARC.

Additionally, the present invention is directed to a pharmaceutical composition comprising a therapeutically effective amount of a compound of the present invention in combination with a therapeutically effective amount of an AIDS treatment agent selected from: (1) an AIDS antiviral agent, (2) an anti-infective agent, and

(3) an immunomodulator.

The present invention also includes the use of a compound of the present invention as described above in the preparation of a medicament for (a) inhibiting HIV integrase, (b) preventing or treating infection by HIV, or (c) treating AIDS or ARC.

The present invention further includes the use of any of the HIV integrase inhibiting compounds of the present invention as described above in combination with one or more AIDS treatment agents selected from an AIDS antiviral agent, an anti-infective agent, and an immunomodulator for the manufacture of a medicament for (a) inhibiting HIV integrase, (b) preventing or treating infection by HIV, or (c) treating AIDS or ARC, said medicament comprising an effective amount of the HIV integrase inhibitor compound and an effective amount of the one or more treatment agents.

The compounds of the present invention may have asymmetric centers and may occur, except when specifically noted, as mixtures of stereoisomers or as individual diastereomers, or enantiomers, with all isomeric forms being included in the present invention.

As is recognized by one of ordinary skill in the art, the 1,3- propanedione compounds of the present invention can exist as tautomers, and thus by using the phrase"or a tautomer thereof in describing a compound of structural formula (I), it is understood that the following tautomeric forms (IA) and (IB) are included in the present invention:

By naming or referring to compound (I) or a tautomer thereof, it is understood for the purposes of the present application that the tautomers (IA) and (IB) are included.

Similarly, by referring to compound (IA), it is understood for the purposes of the present application that the tautomers (I) and (IB) are included. The same holds true for references to tautomer (IB).

When any variable (e. g., Ra, Rb, RC, etc.) occurs more than one time in any constituent or in formula I, its definition on each occurrence is independent of its definition at every other occurrence. Also, combinations of substituents and/or variables are permissible only if such combinations result in stable compounds.

The term"substituted" (e. g., as in"substituted phenyl") includes mono- and poly-substitution by a named substituent to the extent such single and multiple substitution is chemically allowed.

The compounds of the present inventions are useful in the inhibition of HIV integrase, the prevention or treatment of infection by human immunodeficiency virus (HIV) and the treatment of consequent pathological conditions such as AIDS.

Treating AIDS or preventing or treating infection by HIV is defined as including, but not limited to, treating a wide range of states of HIV infection: AIDS, ARC (AIDS related complex), both symptomatic and asymptomatic, and actual or potential

exposure to HIV. For example, the compounds of this invention are useful in treating infection by HIV after suspected past exposure to HIV by e. g., blood transfusion, exchange of body fluids, bites, accidental needle stick, or exposure to patient blood during surgery.

The compounds of this invention are useful in the preparation and execution of screening assays for antiviral compounds. For example, the compounds of this invention are useful for isolating enzyme mutants, which are excellent screening tools for more powerful antiviral compounds. Furthermore, the compounds of this invention are useful in establishing or determining the binding site of other antivirals to HIV integrase, e. g., by competitive inhibition.

Thus the compounds of this invention are commercial products to be sold for these purposes.

The present invention also provides for the use of a compound of structural formula (I) to make a pharmaceutical composition useful for inhibiting HIV integrase and in the treatment of AIDS or ARC.

The compounds of the present invention may be administered in the form of pharmaceutically acceptable salts. The term"pharmaceutically acceptable salt"is intended to include all acceptable salts such as acetate, lactobionate, benzenesulfonate, laurate, benzoate, malate, bicarbonate, maleate, bisulfate, mandelate, bitartrate, mesylate, borate, methylbromide, bromide, methylnitrate, calcium edetate, methylsulfate, camsylate, mucate, carbonate, napsylate, chloride, nitrate, clavulanate, N-methylglucamine, citrate, ammonium salt, dihydrochloride, oleate, edetate, oxalate, edisylate, pamoate (embonate), estolate, palmitate, esylate, pantothenate, fumarate, phosphate/diphosphate, gluceptate, polygalacturonate, gluconate, salicylate, glutamate, stearate, glycollylarsanilate, sulfate, hexylresorcinate, subacetate, hydrabamine, succinate, hydrobromide, tannate, hydrochloride, tartrate, hydroxynaphthoate, teoclate, iodide, tosylate, isothionate, triethiodide, lactate, panoate, valerate, and the like which can be used as a dosage form for modifying the solubility or hydrolysis characteristics or can be used in sustained release or pro-drug formulations. Depending on the particular functionality of the compound of the present invention, pharmaceutically acceptable salts of the compounds of this invention include those formed from cations such as sodium, potassium, aluminum, calcium, lithium, magnesium, zinc, and from bases such as ammonia, ethylenediamine, N-methyl-glutamine, lysine, arginine, ornithine, choline, N, N'- dibenzylethylene-diamine, chloroprocaine, diethanolamine, procaine, N-

benzylphenethyl-amine, diethylamine, piperazine, tris (hydroxymethyl) aminomethane, and tetramethylammonium hydroxide. These salts may be prepared by standard procedures, e. g. by reacting a free acid with a suitable organic or inorganic base.

Where a basic group is present, such as amino, an acidic salt, i. e. hydrochloride, hydrobromide, acetate, pamoate, and the like, can be used as the dosage form.

Also, in the case of an acid (-COOH) or alcohol group being present, pharmaceutically acceptable esters can be employed, e. g. acetate, maleate, pivaloyloxymethyl, and the like, and those esters known in the art for modifying solubility or hydrolysis characteristics for use as sustained release or prodrug formulations.

For these purposes, the compounds of the present invention may be administered orally, parenterally (including subcutaneous injections, intravenous, intramuscular, intrasternal injection or infusion techniques), by inhalation spray, or rectally, in dosage unit formulations containing conventional non-toxic pharmaceutically-acceptable carriers, adjuvants and vehicles.

The term"administration"and variants thereof (e. g.,"administering"a compound) in reference to a compound of the invention each mean providing the compound or a prodrug of the compound to the individual in need of treatment.

When a compound of the invention or prodrug thereof is provided in combination with one or more other active agents (e. g., AIDS antivirals),"administration"and its variants are each understood to include concurrent and sequential provision of the compound or prodrug thereof and other agents.

Thus, in accordance with the present invention there is further provided a method of treating and a pharmaceutical composition for treating HIV infection and AIDS. The treatment involves administering to a subject in need of such treatment a pharmaceutical composition comprising a pharmaceutical carrier and a therapeutically-effective amount of a compound of the present invention.

As used herein, the term"composition"is intended to encompass a product comprising the specified ingredients in the specified amounts, as well as any product which results, directly or indirectly, from combination of the specified ingredients in the specified amounts.

By"pharmaceutically acceptable"it is meant the carrier, diluent or excipient must be compatible with the other ingredients of the formulation and not deleterious to the recipient thereof.

The term"subject," (alternatively referred to herein as"patient") as used herein refers to an animal, preferably a mammal, most preferably a human, who has been the object of treatment, observation or experiment.

The term"therapeutically effective amount"as used herein means that amount of active compound or pharmaceutical agent that elicits the biological or medicinal response in a tissue, system, animal or human that is being sought by a researcher, veterinarian, medical doctor or other clinician, which includes alleviation of the symptoms of the disease being treated.

These pharmaceutical compositions may be in the form of orally- administrable suspensions or tablets or capsules, nasal sprays, sterile injectible preparations, for example, as sterile injectible aqueous or oleagenous suspensions or suppositories.

When administered orally as a suspension, these compositions are prepared according to techniques well-known in the art of pharmaceutical formulation and may contain microcrystalline cellulose for imparting bulk, alginic acid or sodium alginate as a suspending agent, methylcellulose as a viscosity enhancer, and sweeteners/flavoring agents known in the art. As immediate release tablets, these compositions may contain microcrystalline cellulose, dicalcium phosphate, starch, magnesium stearate and lactose and/or other excipients, binders, extenders, disintegrants, diluents and lubricants known in the art.

When administered by nasal aerosol or inhalation, these compositions are prepared according to techniques well-known in the art of pharmaceutical formulation and may be prepared as solutions in saline, employing benzyl alcohol or other suitable preservatives, absorption promoters to enhance bioavailability, fluorocarbons, and/or other solubilizing or dispersing agents known in the art.

The injectible solutions or suspensions may be formulated according to known art, using suitable non-toxic, parenterally-acceptable diluents or solvents, such as mannitol, 1,3-butanediol, water, Ringer's solution or isotonic sodium chloride solution, or suitable dispersing or wetting and suspending agents, such as sterile, bland, fixed oils, including synthetic mono-or diglycerides, and fatty acids, including oleic acid.

When rectally administered in the form of suppositories, these compositions may be prepared by mixing the drug with a suitable non-irritating excipient, such as cocoa butter, synthetic glyceride esters of polyethylene glycols,

which are solid at ordinary temperatures, but liquefy and/or dissolve in the rectal cavity to release the drug.

The compounds of this invention can be administered orally to humans in a dosage range of 0.1 to 1000 mg/kg body weight in divided doses. One preferred dosage range is 0.1 to 200 mg/kg body weight orally in divided doses. Another preferred dosage range is 0.5 to 100 mg/kg body weight orally in divided doses. For oral administration, the compositions are preferably provided in the form of tablets containing 1.0 to 1000 milligrams of the active ingredient, particularly 1.0,5.0,10.0, 15.0.20.0,25.0,50.0,75.0,100.0,150.0,200.0,250.0,300.0,400.0 ,500.0,600.0, 750.0,800.0,900.0, and 1000.0 milligrams of the active ingredient for the symptomatic adjustment of the dosage to the patient to be treated. It will be understood, however, that the specific dose level and frequency of dosage for any particular patient may be varied and will depend upon a variety of factors including the activity of the specific compound employed, the metabolic stability and length of action of that compound, the age, body weight, general health, sex, diet, mode and time of administration, rate of excretion, drug combination, the severity of the particular condition, and the host undergoing therapy.

The present invention is also directed to combinations of the HIV integrase inhibitor compounds with one or more agents useful in the treatment of AIDS. For example, the compounds of this invention may be effectively administered, whether at periods of pre-exposure and/or post-exposure, in combination with effective amounts of the AIDS antivirals, imunomodulators, antiinfectives, or vaccines, such as those in the following table.

ANTIVIRALS Drug Name Manufacturer Indication 097 Hoechst/Bayer HIV infection, AIDS, ARC (non-nucleoside reverse transcriptase inhibitor) 141 W94 Glaxo Wellcome HIV infection, AIDS, ARC (protease inhibitor) 1592U89 Glaxo Wellcome HIV infection, AIDS, ARC Acemannan Carrington Labs ARC (Irving, TX) Acyclovir Burroughs Wellcome HIV infection, AIDS, ARC, in combination with AZT AD-439 Tanox Biosystems HIV infection, AIDS, ARC AD-519 Tanox Biosystems HIV infection, AIDS, ARC Adefovir dipivoxil Gilead Sciences HIV infection AL-721 Ethigen ARC, PGL (Los Angles, CA) HIV positive, AIDS Alpha Interferon Glaxo Wellcome Kaposi's sarcoma, HIV in combination w/Retrovir Ansamycin Adria Laboratories ARC LM 427 (Dublin, OH) Erbamont (Stamford, CT) Antibody which Advanced Biotherapy AIDS, ARC neutralizes pH Concepts labile alpha aberrant (Rockville, MD) Interferon AR177 Aronex Pharm HIV infection, AIDS, ARC beta-fluoro-ddA Nat'l Cancer Institute AIDS-associated diseases (-) 6-Chloro-4 (S)- Merck HIV infection, AIDS, cyclopropylethynyl-ARC 4(S)-trifluoro-methyl- (non-nucleoside 1,4-dihydro-2H-3,1-reverse transcriptase benzoxazin-2-one inhibitor) CI-1012 Warner-Lambert HIV-1 infection Cidofovir Gilead Science CMV retinitis, herpes, papillomavirus Curdlan sulfate AJI Pharma USA HIV infection Cytomegalovirus immune Medlmmune CMV retinitis globin Cytovene Syntex sight threatening CMV Ganciclovir peripheral CMV retinitis Delaviridine Pharmacia-Upjohn HIV infection, AIDS, ARC (protease inhibitor) Dextran Sulfate Ueno Fine Chem. AIDS, ARC, HIV Ind. Ltd. (Osaka, Japan) positive asymptomatic ddC Hoffman-La Roche HIV infection, AIDS, Dideoxycytidine ARC ddI Bristol-Myers Squibb HIV infection, AIDS, Dideoxyinosine ARC; combination with AZT/d4T DMP-450 AVID HIV infection, AIDS, (Camden, NJ) ARC (protease inhibitor) EL10 Elan Corp, PLC HIV infection (Gainesville, GA) Efavirenz DuPont (SUSTIVA#), HIV infection, AIDS, (DMP 266) Mewrck (STOCRIN#) ARC (non-nucleoside(-)6-Chloro-4(S)- RT cyclopropylethynyl-inhibitor) 4 (S)-trifluoro-methyl- 1,4-dihydro-2H-3,1- benzoxazin-2-one, Famciclovir Smith Kline herpes zoster, herpes simplex FTC Emory University HIV infection, AIDS, ARC (reverse transcriptase inhibitor) GS 840 Gilead HIVinfection, AIDS, ARC (reverse transcriptase inhibitor) GW 141 Glaxo Welcome HIV infection, AIDS, ARC (protease inhibitor) GW 1592 Glaxo Welcome HIV infection, AIDS, ARC (reverse transcriptase inhibitor) HBY097 Hoechst Marion Roussel HIV infection, AIDS, ARC (non-nucleoside reverse transcriptase inhibitor) Hypericin VIMRx Pharm HIV infection, AIDS, ARC Recombinant Human Triton Biosciences AIDS, Kaposi's Interferon Beta (Almeda, CA) sarcoma, ARC Interferon alfa-n3 Interferon Sciences ARC, AIDS Indinavir Merck HIV infection, AIDS, ARC, asymptomatic HIV positive, also in combination with AZT/ddI/ddC Compound A Merck HIV infection, AIDS, ARC, asymptomatic HIV positive ISIS 2922 ISIS Pharmaceuticals CMV retinitis KNI-272 Nat'l Cancer Institute HIV-assoc. diseases Lamivudine, 3TC Glaxo Wellcome HIV infection, AIDS, ARC (reverse transcriptase inhibitor); also with AZT Lobucavir Bristol-Myers Squibb CMV infection Nelfinavir Agouron HIV infection, AIDS, Pharmaceuticals ARC (protease inhibitor) Nevirapine Boeheringer Ingleheim HIV infection, AIDS, ARC (protease inhibitor) Novapren Novaferon Labs, Inc. HIV inhibitor (Akron, OH) Peptide T Peninsula Labs AIDS Octapeptide (Belmont, CA) Sequence Trisodium Astra Pharm. CMV retinitis, HIV Phosphonoformate Products, Inc infection, other CMV infections PNU-140690 Pharmacia Upjohn HIV infection, AIDS, ARC (protease inhibitor) Probucol Vyrex HIV infection, AIDS RBC-CD4 Sheffield Med. Tech HIV infection, AIDS, (Houston TX) ARC Ritonavir Abbott HIV infection, AIDS, ARC (protease inhibitor) Saquinavir Hoffmann-LaRoche HIV infection, AIDS, ARC (protease inhibitor) Stavudine; d4T Bristol-Myers Squibb HIV infection, AIDS, Didehydrodeoxy-ARC thymidine T-20 Trimeris HIV infection, AIDS, ARC Valaciclovir Glaxo Wellcome genital HSV & CMV infections Virazole Viratek/ICN asymptomatic HIV Ribavirin (Costa Mesa, CA) positive, LAS, ARC Amprenivir Vertex HIV infection, AIDS, VX-478 ARC Zalcitabine Hoffmann-La Roche HIV infection, AIDS, ARC, with AZT Zidovudine; AZT Glaxo Wellcome HIV infection, AIDS, ARC, Kaposi's sarcoma, in combination with other therapies ABT-378 Abbott HIV infection, AIDS, ARC (protease inhibitor) JE2147/AG1776 Agouron HIV infection, AIDS, ARC (protease inhibitor) T-20 Trimeris HIV infection, AIDS, T-1249 ARC (fusion inhibitor) BMS 232632 Bristol-Myers-Squibb HIVinfection, AIDS, ARC (protease inhibitor) 1MMUNO-MODULATORS Drug Name Manufacturer Indication AS-101 Wyeth-Ayerst AIDS Bropirimine Pharmacia Upjohn advanced AIDS Acemannan Carrington Labs, Inc. AIDS, ARC (Irving, TX) CL246,738 American Cyanamid AIDS, Kaposi's Lederle Labs sarcoma EL10 Elan Corp, PLC HIV infection (Gainesville, GA) Gamma Interferon Genentech ARC, in combination w/TNF (tumor necrosis factor) Granulocyte Genetics Institute AIDS Macrophage Colony Sandoz Stimulating Factor Granulocyte Hoeschst-Roussel AIDS Macrophage Colony Immunex Stimulating Factor Granulocyte Schering-Plough AIDS, combination Macrophage Colony w/AZT Stimulating Factor HIV Core Particle Rorer seropositive HIV Immunostimulant IL-2 Cetus AIDS, in combination Interleukin-2 w/AZT IL-2 Hoffman-La Roche AIDS, ARC, HIV, in Interleukin-2 Immunex combination w/AZT IL-2 Chiron AIDS, increase in CD4 Interleukin-2 cell counts (aldeslukin) Immune Globulin Cutter Biological pediatric AIDS, in Intravenous (Berkeley, CA) combination w/AZT (human) IMREG-1 Imreg AIDS, Kaposi's (New Orleans, LA) sarcoma, ARC, PGL IMREG-2 Imreg AIDS, Kaposi's (New Orleans, LA) sarcoma, ARC, PGL Imuthiol Diethyl Merieux Institute AIDS, ARC Dithio Carbamate Alpha-2 Schering Plough Kaposi's sarcoma Interferon w/AZT, AIDS Methionine-TNI Pharmaceutical AIDS, ARC Enkephalin (Chicago, IL) MTP-PE Ciba-Geigy Corp. Kaposi's sarcoma Muramyl-Tripeptide Granulocyte Amgen AIDS, in combination Colony Stimulating w/AZT Factor Remune Immune Response Corp. immunotherapeutic rCD4 Genentech AIDS, ARC Recombinant Soluble Human CD4 rCD4-IgG AIDS, ARC hybrids Recombinant Biogen AIDS, ARC Soluble Human CD4 Interferon Hoffman-La Roche Kaposi's sarcoma Alfa 2a AIDS, ARC, in combination w/AZT SK&F106528 Smith Kline HIV infection Soluble T4 Thymopentin Immunobiology Research HIV infection Institute

Tumor Necrosis Genentech ARC, in combination Factor; TNF w/gamma Interferon etanercept Immunex Corp (Enbrel0) rheumatoid arthritis infliximab Centocor (RemicadeOO) rheumatoid arthritis and Crohn's disease ANTI-INFECTIVES Drug Name Manufacturer Indication Clindamycin with Pharmacia Upjohn PCP Primaquine Fluconazole Pfizer cryptococcal meningitis, candidiasis Pastille Squibb Corp. prevention of Nystatin Pastille oral candidiasis Omidyl Merrell Dow PCP Eflomithine Pentamidine LyphoMed PCP treatment Isethionate (IM & IV) (Rosemont, IL) Trimethoprim antibacterial Trimethoprim/sulfa antibacterial Piritrexim Burroughs Wellcome PCP treatment Pentamidine Fisons Corporation PCP prophylaxis isethionate for inhalation Spiramycin Rhone-Poulenc cryptosporidial diarrhea Intraconazole-Janssen Pharm histoplasmosis; R51211 cryptococcal meningitis Trimetrexate Warner-Lambert PCP OTHER

Drug Name Manufacturer Indication Daunorubicin NeXstar, Sequus Karposi's sarcoma Recombinant Human Ortho Pharm. Corp. severe anemia Erythropoietin assoc. with AZT therapy Recombinant Human Serono AIDS-related wasting, Growth Hormone cachexia Leukotriene B4 Receptor-HIV infection Antagonist Megestrol Acetate Bristol-Myers Squibb treatment of anorexia assoc. w/AIDS Soluble CD4 Protein and-HIV infection Derivatives Testosterone Alza, Smith Kline AIDS-related wasting Total Enteral Norwich Eaton diarrhea and Nutrition Pharmaceuticals malabsorption related to AIDS It will be understood that the scope of combinations of the compounds of this invention with AIDS antivirals, immunomodulators, anti-infectives or vaccines is not limited to the list in the above Table, but includes in principle any combination with any pharmaceutical composition useful for the treatment of AIDS.

Preferred combinations are simultaneous or sequential treatments of a compound of the present invention and an inhibitor of HIV protease and/or a non- nucleoside inhibitor of HIV reverse transcriptase. An optional fourth component in the combination is a nucleoside inhibitor of HIV reverse transcriptase, such as AZT, 3TC, ddC or ddI. A preferred inhibitor of HIV protease is the sulfate salt of indinavir, which is N- (2 (R)-hydroxy-1 (S)-indanyl)-2 (R)-phenylmethyl-4- (S)-hydroxy-5- (1- (4- (3-pyridyl-methyl)-2 (S)-N'- (t-butylcarboxamido)-piperazinyl))-pentaneamide ethanolate, and is synthesized according to US 5413999. Indinavir is generally administered at a dosage of 800 mg three times a day. Other preferred protease inhibitors are nelfinavir and ritonavir. Another preferred inhibitor of HIV protease is saquinavir which is administered in a dosage of 600 or 1200 mg tid. Still another preferred protease inhibitor is Compound A, which is N-(2 (R)-hydroxy-1 (S)-indanyl)-

2 (R)-phenylmethyl-4 (S)-hydroxy-5- (l- (4- (2-benzo [b] furanylmethyl)-2 (S)-N'- (t- butylcarboxamido) piperazinyl)) pentaneamide, preferably administered as the sulfate salt. Compound A can be prepared as described in US 5646148. Preferred non- nucleoside inhibitors of HIV reverse transcriptase include efavirenz. The preparation of ddC, ddI and AZT are also described in EPO 0,484,071. These combinations may have unexpected effects on limiting the spread and degree of infection of HIV.

Preferred combinations include a compound of the present invention with the following (1) indinavir with efavirenz, and, optionally, AZT and/or 3TC and/or ddI and/or ddC; (2) indinavir, and any of AZT and/or ddI and/or ddC and/or 3TC, in particular, indinavir and AZT and 3TC; (3) stavudine and 3TC and/or zidovudine; (4) zidovudine and lamivudine and 141W94 and 1592U89; (5) zidovudine and lamivudine.

Another preferred combination is a compound of the present invention with indinavir and Compound A and optionally with one or more of efavirenz, AZT, 3TC, ddI and ddC. In one embodiment of this combination, the weight ratio of indinavir to Compound A is from about 1: 1 to about 1: 2, wherein the amount of indinavir employed is in the range of from about 200 to about 1000 mg. Indinavir and Compound A can be administered concurrently or sequentially in either order from one to three times per day.

In such combinations the compound of the present invention and other active agents may be administered together or separately. In addition, the administration of one agent may be prior to, concurrent to, or subsequent to the administration of other agent (s).

It will be understood that the scope of combinations of the compounds of this invention with AIDS antivirals, immunomodulators, anti-infectives or vaccines is not limited to the list in the above Table, but includes in principle any combination with any pharmaceutical composition useful for the treatment of AIDS.

Abbreviations used in the instant specification, particularly the Schemes and Examples, are as follows: Ac = acetyl Et = ethyl EtOAc = ethyl acetate Bu = butyl n-BuLi = n-butyl lithium

Calc'd = calculated DMF = N, N-dimethylformamide DMSO = dimethylsulfoxide DPPP = 1,3-bis (diphenylphosphino) propane ES MS = electrospray mass spectrometry Et3N = triethylamine EtOH = ethanol FAB MS = fast atom bombardment mass spectrometry HPLC = high performance liquid chromatography LDA = lithium diisopropylamide Me = methyl MeOH = methanol m. p. = melting point NaOMe = sodium methoxide NMR = nuclear magnetic resonance Ph = phenyl rt and RT = room temperature TFA = trifluoroacetic acid THF = tetrahydrofuran p-TsOH = p-toluenesulfonic acid The compounds of the present invention can be readily prepared according to the following reaction schemes and examples, or modifications thereof, using readily available starting materials, reagents and conventional synthesis procedures. In these reactions, it is also possible to make use of variants which are themselves known to those of ordinary skill in this art, but are not mentioned in greater detail. Furthermore, other methods for preparing compounds of the invention will be readily apparent to the person of ordinary skill in the art in light of the following reaction schemes and examples. Unless otherwise indicated, all variables are as defined above.

Compounds of the present invention can be prepared via the methods set forth in Schemes 1-3 as follows: SCHEME 1 R 1 R 4 R A Me + Q B 1-- 5 [Q = OMe, N (OMe) Me]/NaOEt (or /other base), solvent 1 4 R R n murs Rs O

SCHEME2 R1 R4 R2 COOMe + Me Rs O O R5 NaOEt (or other base) solvent R1 Ra R2 A B R3 ° ° Rs O O SCHEME 3 R1 R4 R29 X Me + Hb ( o o 1. NaOEt (or other /base), solvent 2. Mn02 (or other oxidizing agent) R3 ° ° y R 3 0 0

The following examples serve only to illustrate the invention and its practice. The examples are not to be construed as limitations on the scope or spirit of the invention.

EXAMPLE 1 1-l 1-(4-Fluorobenzyl)-1H-pyrrol-2-yll-3-perimidin-4-el-propan-1 , 3-dione (1C) 1-f 1- (4-Fluorobenzyl)-1H-pyrrol-2-vllethanone (1B) A solution of 2-acetyl pyrrole (lA) (1.09g, 0.01 mole) in 20 mL of DMF was treated with sodium hydride (0.48g 60 % dispersion in oil, 0.012 mole) followed by 4-fluorobenzyl bromide (1.73g, 0.012 mole) and stirred overnight at room temperature. The solution was poured into 300 mL saturated NaHC03 and extracted with EtOAc three times, the combined organic layers were washed with NaHC03 and dried over MgS04, filtered and evaporated to give a clear yellow oil that was taken on to the next step without further purification.

Rf=0.58 (20% EtOAc/Hexanes) 'H NMR (400 MHz, CDC13) 8 7.1 (m, 2H), 7.0 (m, 3H), 6.9 (m, 1H), 6.2 (m, 1H), 5.52 (s, 2H), 2.4 (s, 3H).

1-l 1- (4-Fluorobenzyl)-1H-pynrol-2-yll-3-pYrimidin-4-vl-propan-1,( 4-Fluorobenzyl)-1H-pynrol-2-yll-3-pYrimidin-4-vl-propan-1, 3-dione (1C) To an oven dried 50 mL three necked round bottomed flask with a stirring bar, septum, argon inlet and thermometer was added THF (5 mL) and diisopropylamine (1.5 mmol, 0.21 mL). This solution was cooled to-78C and n- butyllithium (1.5 mmol, 0.6 mL of a 1.5 M solution in hexane) was added. To this well stirred solution was added a solution of 1- [1- (4-fluorobenzyl)-1H-pyrrol-2- yl] ethanone (1.0 mmol, 0.217 g) in THF (5 mL), maintaining the temperature <-65C.

This solution was aged 40 min then a solution of 6-carbomethoxypyrimidine (1.24 mmol, 0.172g) in THF (5 mL) was added dropwise. The cooling bath was removed and the mixture was warmed to ambient temperature overnight. The mixture was diluted with EtOAc and washed with saturated aqueous NaHC03 solution and brine.

Drying (MgS04), filtration and removal of the solvent in vacuo gave a solid. This material was chromatographed on silica gel using 25% EtOAc in hexanes as eluant to give 1 [l-(4-f!uorobenzyl)-l-pyrrol-2-yl]-3-pyrimidin-4-yl-propan-l ,3-dione(1C) as a crystalline solid. m. p.: 128-129°C 'H NMR (400 MHz, CDCl3) 8 9.26 (s, 1H), 8.90 (d, j = 5Hz, 1H), 7.90 (d, j = 5Hz, 1H), 7.30 (s, 1H), 7.11 (m, 2H), 7.00 (m, 3H), 6.30 (m, 1H), 5.64 (s, 2H).

Anal. Calc'd for: Cl8Hl4FN302 C, 66.87; H, 4.36; N, 13.00.

Found: C, 66.53; H, 4.32; N, 12.99.

1-f 1- (4-Fluorobenzyl)-1H-pyrroyll-3-thiazol-2-yl-propan-1, 3-dione (1D)

In a manner similar to that for 1C, 1- [l- (4-fluorobenzyl)-lH-pyrrol-2- yl]-3-thiazol-2-yl-propan-1, 3-dione (LD) was prepared.

Anal. Calc'd for: C17Hl3FN202S C, 62.18; H, 3.99; N, 8.53; S, 9.76.

Found: C, 62.27; H, 3.96; N, 8.57; S, 9.84.

1-[1-(4-Fluorobenzyl)-1H-pyrrol-2-yl]-3-(4-methylpyridin- 2-yl)propan-1,3-dione(1E) In a manner similar to that for 1C, 1-[1-(4-fluorobenzyl)-1H-pyrrol-2- yl]-3- (4-methylpyridin-2-yl) propan-1,3-dione (LE) was prepared.

Anal. Calc'd for: C2oHl7FN202 C, 71.42; H, 5.09; N, 8.33.

Found: C, 71.11; H, 5.16; N, 8.26.

1- (1-Benzyl-1H-imidazol-2-yl)-3-fl- (4-fluorobenzyl)-1H-pyrrol-2-yl) propan-1, 3- dione (1F) In a manner similar to that for 1C, 1-(1-benzyl-1H-imidazol-2-yl)-3-[1- (4-fluorobenzyl)-lH-pyrrol-2-yl) propan-1,3-dione (1F) was prepared.

Anal. Calc'd for: C24H20FN302 C, 71.81; H, 5.02; N, 10.47.

Found: C, 71.62; H, 5.13; N, 10.33. <BR> <BR> <P>1-E 1- (4-Fluorobenzyl)-1H-pyrrol-3-yl1-3-pyridin-2-ylpropan-1, 3-dione (1G) In a manner similar to that for 1C, 1- [l- (4-fluorobenzyl)-lH-pyrrol-3-yl]-3-pyridin-2- ylpropan-1,3-dione (1G) was prepared.

Anal. Calc'd for: C19H15FN2O2 C, 70.80; H, 4.69; N, 8.69.

Found: C, 70.70; H, 4.66; N, 8.62.

1-(1-(4-Fluroobenzyl)-1H-imidazol-2-yl)-3-[1-(4-fluoroben zyl)-1H-pyrrol-2- yl) propan-1, 3-dione (1H) In a manner similar to that for 1C, 1- (1- (4-fluorobenzyl)-lH-imidazol-2-yl)-3- [l- (4- fluorobenzyl)-lH-pyrrol-2-yl) propan-1,3-dione (1H) hydrochloride salt was prepared.

Anal. Calc'd for: C24Hl9F2N302. HCl C, 63.33; H, 4.42; N, 9.22.

Found: C, 63.13; H, 4.24; N, 9.03.

1-fl- (4-Fluorobenzyl)-1H-pyrrol-2-yll-3- (4H-f 1, 2, 41triazol-3-yl-propan-1, 3-dione (1I)

In a manner similar to that for 1C, 1- [1- (4-fluorobenzyl)-lH-pyrrol-2-yl]-3- (4H- [1,2,4] triazol-3-yl-propan-1, 3-dione (2) was prepared.

Anal. Calc'd for: C, 6Hl3FN02.0.35TFA C, 56.65; H, 3.86; N, 15.83.

Found: C, 56.71; H, 3.82; N, 15.71.

EXAMPLE 2 1- [1- (4-Fluorobenzyl)-4- (2-oxo-2H-pyridin-1-yl)-lH-pyrrol-2-yl]-3-pyridin-2-yl- 1-f 1- (4-Fluorobenzyl)-1H- (4-iodopyrrol)-2-yllethanone (2A) To a 200 mL round bottomed flask with a stirring bar and an argon inlet was added of 1- [1- (4-fluorobenzyl)-1H-pyrrol-2-yl] ethanone (1. OOg, 4.60 mmol) and dry acetone (55 mL). This solution was cooled to-78°C and N-iodosuccinimide (1.24g, 5.52 mmol) was added in one portion. The cooling bath was allowed to expire and the mixture was stirred at ambient temperature 72h. The acetone was removed in vacuo and the residue was dissolved in EtOAc. This solution was washed with water (2X), 15% aqueous NaHS03 solution and brine. Drying (MgS04), filtration and removal of the solvent in vacuo gave a brown oil. This material was chromatographed

on silica gel using 10% EtOAc in hexanes as eluant to give 1- [I- (4-fluorobenzyl)-IH- (4-iodopyrrol)-2-yl] ethanone as white crystals.

'H NMR (400 MHz, CDCI3) 8 6.95-7.12 (m, 6H), 5.45 (s, 2H), 2.39 (s, 3H).

1-f 1- (4-Fluorobenzyl)-1H- (4- (2-oxo-2H-pyridin-1-yrrol)-2-ylethanone (2B) To a 100 mL round bottomed flask with a heavy duty stirring bar and an argon inlet was added a mixture of 1- [1- (4-fluorobenzyl)-lH- (4-iodopyrrol)-2- yl] ethanone (1.03g, 3.00 mmol), 2-hydroxypyridine (2.85g, 30 mmol), copper powder (0.189g, 3.00 mmol) and powdered potassium carbonate (0.829g, 6.00 mmol). This well stirred mixture was heated in a 200°C oil bath for 4h. The cooled mixture was diluted with EtOAc and filtered. The filtrate was transferred to a separatory funnel and washed with saturated aqueous sodium potassium tartrate solution, water and brine. Drying (MgS04), filtration and removal of the solvent in vacuo gave an oil.

This material was chromatographed on silica gel using 90% EtOAc in hexanes as eluate to give 0.225g of 1-[1-(4-fluorobenzyl)-1H-(4-(2-oxo-2H-pyridin-1-yl)pyrrol)- 2-yl] ethanone as white crystals. <BR> <BR> <BR> <BR> <BR> <BR> <P>'H NMR (400 MHz, CDC13) 8 7.46 (m, 2H), 7.34 (m, 1H), 7.20 (m, 2H), 7.19 (d, j = 5Hz, 1H), 6.99 (t, j = 8.5 Hz, 2H), 6.62 (dd, j = 1,9 Hz, 1H), 6.25 (dt, j = 1,6 Hz, 1HO, 5.55 (s, 2H), 2.44 (s, 3H).

1-r 1-(4-F1 uorobenzel)-4-(2-oxo-2H-pyridin-1-Yl)-1H-pyrrol-2-yll-3-pyri din-2-yl- propan-1,3-dione (2C) To a 50 mL round bottomed flask with a stirring bar, reflux condenser and an argon inlet was added 1- [l- (4-fluorobenzyl)-lH- (4- (2-oxo-2H-pyridin-l- yl) pyrrol)-2-yl] ethanone (0.225g, 0.73 mmol), dry THF (5 mL), ethyl picolinate (0.195 mL, 1.45 mmol), and sodium hydride (0.067g of a 60% w/w oil suspension, 1.00 mmol). This well stirred mixture was heated at 50°C for lh. The reaction was quenched with aqueous NH4Cl and the mixture was extracted with EtOAc. The EtOAc extract was washed with brine, dried (MgS04), filtered and concentrated in vacuo. This material was chromatographed on silica gel using EtOAc as eluant. The product was then crystallized from diethyl ether. m. p.: 157-158°C.

'H NMR (400 MHz, CDC13) 8 8.65 (br d, j = 4Hz, 1H), 8.02 (d, j = 8Hz, 1H), 7.81 (m, 1H), 7.65 (d, j = 2Hz, 1H), 7.54 (dd, j = 2,7 Hz, 1H), 7.30-7.40 (m, 2H), 7.16- 7.29 (m, 5H), 7.00 (t, j = IOHz, 2H), 6.64 (br d, j = 9Hz, 1H), 6.25 (dt, j =1,9Hz, lH), 5.68 (s, 2H), 5.54 (s, 1H), 4.66 (s, 1H).

Anal. Calc'd for C24Hl8FN303: C, 68.74; H, 4.43; N, 10.02 Found: C, 68.73; H, 4.34; N, 10.02.

EXAMPLE 3 1- (3-Benzyl-5-pyrazin-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1, 3-dione<BR> <BR> <BR> <BR> <BR> (31) 1-Benzyl-35-dibromobenzene (3B) To a cold (-78 C) solution of 1,3,5-tribromobenzene (30 g) in diethyl ether (500 mL), a solution of n-BuLi in hexanes (2.5 M, 38.1 mL) was added. The resultant mixture was stirred at-78 C for 1 h and was treated with benzaldehyde (10.2 mL). The reaction mixture was allowed to warm up slowly to 0 C. and was stirred at that temperature for 1.5 hr. The product mixture was diluted with ethyl acetate and partitioned with aq. HCI (1M, 95 mL). The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The resultant (3,5-dibromophenyl) phenylmethanol was taken on to the next step without further purification.

To a cold (0 C) solution of (3,5-dibromophenyl) phenylmethanol (32.5 g) and triethylsilane (27.7 g) in dichloromethane (500 mL), boron trifluoride diethyl etherate (30 mL) was added dropwise over a period of 45 min. The resultant mixture was stirred at 0 C for 1 hr, and at room temperature overnight. The product mixture was diluted with dichloromethane, and neutralized with saturated aq. sodium

bicarbonate. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluted with hexane. Collection and concentration of appropriate fractions provided the title dibromide.

'H NMR (400 MHz, CDC13) 5 7.50 (br s, 1H), 7.40-7.10 (m, 7H), 3.91 (s, 2H).

(3-Benzyl-5-bromophenyl) pyrazin-2-yl ketone (3C) To a cold (-78 C) solution of 1-benzyl-3,5-dibromobenzene (1.5 g) in diethyl ether (20 mL), a solution of n-BuLi in hexanes (2.5 M, 2 mL) was added. The resultant mixture was stirred at-78 C for 1 h and was treated with a solution of N- methoxy-N-methylpyrazinecarboxyamide (0.84 g) in diethyl ether (5 mL). The reaction mixture was allowed to warm up slowly to room temperature and was stirred at that temperature overnight. The product mixture was diluted with ethyl acetate and partitioned with aq. HCI. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 20% ethyl acetate in hexane. Collection and concentration of appropriate fractions provided the title pyrazine.

'H NMR (400 MHz, CDC13) 8 9.24 (br s, 1H), 8.79 (br s, 1H), 8.66 (br s, 1 H), 8.07 (br s, 1 H), 7.86 (br s, 1H), 7.57 (br s, 1H), 7.34-7.18 (m, 5H), 4.03 (s, 2H).

3-Benzyl-5-pyrazin-2-ylmethyl-l-bromobenzene (3D) A mixture of (3-benzyl-5-bromophenyl) pyrazin-2-yl ketone (0.97 g) and anhydrous hydrazine (2 mL) in ethylene glycol (6 mL) was heated at 110 C for 4 hr. Excess hydrazine was removed under reduced pressure. The residue ethylene glycol solution was treated with powdered solid KOH (0.4 g) and heated at 160 C under an atmosphere of argon for 4 h. The product mixture was partitioned between benzene and water. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 20-30% ethyl acetate in hexane gradient. Collection and concentration of appropriate fractions provided the title bromide.

'H NMR (400 MHz, CDCI3) 5 8.51 (br s, 1H), 8.43 (br s, 1H),. 7. 31-7.14 (m, 8 H), 7.03 (br s, 1H), 4.09 (s, 2H), 3.91 (s, 2H).

3-Benzyl-5-pyrazin-2-ylmethylacetophenone (3E) To a mixture of 3-benzyl-5-pyrazin-2-ylmethyl-1-bromobenzene (0.77 g), thallium acetate (0.66 g), 1,3-bis (diphenylphosphino) propane (0.263 g) and triethylamine (1.27 mL) in DMF (5 mL) in a pressure tube, purged with argon for a period of 10 minutes, palladium acetate (128 mg) and n-butyl vinyl ether (1.5 mL) was added. The reaction tube was sealed and stirred at 100 C overnight. The reaction mixture was filtered through a bed of Celite, and the filtrate concentrated under vacuum. The residue was dissolved in THF (5 mL) and treated with aq. HCI (3M, 4 mL). The resultant mixture was stirred at rt for 3 hr., diluted with ethyl acetate, basified with aq. sodium bicarbonate. The organic extract was dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 50% ethyl acetate in hexane.

Collection and concentration of appropriate fractions provided the title ketone.

'H NMR (400 MHz, CDC13) 8 8.50 (br s, 1H), 8.46 (br s, 1H), 8.43 (br s, 1H), 7.70 (br s, lH), 7.66 (br s, 1H), 7.31-7.15 (m, 6 H), 4.18 (s, 2H), 4.01 (s, 2H), 2.54 (s, 3H).

2-Cyano-4-methylpyridine (3G) To a cold (0 C) solution of 4-methyl-pyridine-1-oxide (3F) (10 g; commercially available) and trimethylsilyl cyanide (14.7 mL) in CH2C12 (150 mL) under an atmosphere of argon, N, N-dimethylcarbamoyl chloride (10.6 mL) was added dropwise with the temperature of the reaction maintained below 3 C. After the addition was complete, the resultant mixture was allowed to warm to room temperature and was stirred at room temperature overnight. The product mixture was treated with a 10% solution of K2CO3 (300 mL) and was stirred for 15 minutes. The aqueous layer was separated and extracted three times with CH2Cl2. The organic extracts were combined, washed with brine and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluted with 30% EtOAc in hexanes. Collection and concentration of appropriate fractions provided 2- cyano-4-methylpyridine (3G) as a white solid.

'H NMR (400 MHz, CDCl3) õ 8.58 (d, 1H), 7.5 (s, 1H), 7.32 (m, 1H), 7.25 (s, 1H), 2.4 (s, 3H).

Methyl 4-methylpyridine-2-carboxylate (3H) A cold (0 C) solution of 2-cyano-4-methylpyridine (3G) (7.2 g, 0.061 mol) and water (1.11 mL, 0.061 mol) in MeOH (150 mL) was saturated with HCI gas.

The resultant mixture was refluxed under an atmosphere of argon for 3 hr. The reaction mixture was concentrated under vacuum, and the residue partitioned between saturated aqueous NaHC03 and CHC13. The organic extracts were combined, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluted with 5% Et20/CHCl3.

Collection and concentration of appropriate fractions gave methyl 4-methylpyridine-2- carboxylate (3H) as a clear oil.

'H NMR (400 MHz, CDC13) 8 8.6 (d, 1H), 8.0 (s, 15H), 7.3 (m, 1H), 4.0 (s, 3H), 2.43 (s, 3H). <BR> <BR> <BR> <BR> <BR> <BR> <P>1- (3-Benzpyrazin-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1, 3-dione To a cold (-78 C) solution of 3-benzyl-5- (5-methylpyrazin-2- yl) methylacetophenone (0.3 g) in THF (10 mL), a solution of n-BuLi in hexanes (2.5 M, 0.48 mL) was added. The resultant mixture was stirred at-78 C for 45 minutes and was treated with a solution of methyl 4-methylpyridine-2-carboxylate (H) (0.22 g) in THF (4 mL). The reaction mixture was allowed to warm up slowly to room temp in 2 hours. The product mixture was diluted with ethyl acetate and partitioned with aq. HCI. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with ethyl acetate. Collection and concentration of appropriate fractions provided the title dione.

'H NMR (400 MHz, CDC13) 8 8.56 (br s, 1H), 8.51 (br s, 1H), 8.47 (br s, 1H), 8.43 (br s, 1H), 7.99 (br s, 1H), 7.83 (br s, 1H), 7.81 (br s, 1H), 7.49 (br s, 1H), 7.31-7.16 (m, 7 H), 4.20 (s, 2H), 4.03 (s, 2H), 2.45 (s, 3H).

1- (3-Benzyl-5-vridin-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1, 3-dione

In a manner similar to that for 3I, 1- (3-Benzyl-5-pyridin-2- wasprepared.ylmethylphenyl)-3-(4-methylpyridin-2-yl)-propane -1,3-dione(3J) Anal. Calc'd for C28H24N202 C, 79.98; H, 5.75; N, 6.66.

Found: C, 79.78; H, 5.85; N, 6.38.

3-[3-(2-Chlorobenzyl)-5-pyridin-2-ylmethylphenyl]-1-(4-me thylpyridin-2-yl)- propane-1, 3-dione (3K) In a manner similar to that for 3I, 3-[3-(2-Chlorobenzyl)-5-pyridin-2- ylmethylphenyl]-I- (4-methylpytidin-2-yl)-propane-1,3-dione (3K) was prepared.

Anal. Calc'd for C28H23ClN202 C, 73.92; H, 5.10; N, 6.16.

Found: C, 74.05; H, 5.19; N, 6.19.

3-[3-(3-Chlorobenzyl)-5-pyridin-2-ylmethylphenyl]-1-(4-me thylpyridin-2-yl)- propane-1,3-dione (3L)

In a manner similar to that for 3I, 3- [3- (3-Chlorobenzyl)-5-pyridin-2- ylmethylphenyl]-1- (4-methylpyridin-2-yl)-propane-1,3-dione (3L) was prepared.

Anal. Calc'd for C28H23ClN202. 1.05 TFA & 0.05 H20 C, 62.81; H, 4.23; N, 4.87.

Found: C, 63.17; H, 4.56; N, 4.47.

1-(3,5-Bis-pyridin-2-ylmethylphenyl)-3-(4-methylpyridin-2 -yl)propane-1,3-dione 5-Bromoisophthalic acid To a solution of dimethyl 5-bromoisophthalate (5.00 g, 18.3 mmol) in 150 mL of MeOH was added KOH (5.14 g, 91.5 mmol). The reaction was refluxed for 3 hours. The reaction was cooled and the solvent was removed in vacuo. The remaining residue was dissolved in 100 mL water and acidified with 35 mL of 3N HCI solution and extracted with EtOAc. The combined organic extracts were washed

with brine, dried over Na2SO4, filtered, and concentrated to give 5-bromoisophthalic acid as a white solid.

'H NMR (400 MHz, DMSO) 8 13.44 (b, 2H), 8.41 (m, 1H), 8.25 (m, 2H).

5-Bromo-N. N'-dimethoxy-N, N'-dimethylisophthalamide Oxalyl chloride (3.19 mL, 36.6 mmol) and DMF (one drop, catalyst) were added dropwise to a solution of 5-bromoisophthalic acid (4.48 g, 18.3 mmol) in anhydrous THF (150 mL). After stirring for 1 hour the solvent was removed in vacuo. The crude yellow oil was dissolved in CHCl3 (150 mL), N, O- dimethylhydroxylamine hydrochloride (1.96 g, 20.1 mmol) was added, and the reaction was chilled (0° C) as the triethylamine (5.07 mL, 36.6 mmol) was added dropwise. The ice bath was removed and the reaction was allowed to stir at room temperature for 2 hours. The solvent was removed in vacuo and the residue was partitioned between saturated NHtCt solution and CHCl3. The organic extracts were combined, washed with brine, dried over Na2SO4, filtered, and concentrated to give a brown oil. This material was chromatographed on silica gel eluting with 60% EtOAc in hexanes to give 5-bromo-N, N'-dimethoxy-N, N'-dimethylisophthalamide as a white solid.

'H NMR (400 MHz, CDCl3) 5 7.94 (s, 1H), 7.93 (s, 2H), 3.57 (s, 6H), 3.38 (s, 6H).

1-Bromo-3,5-bis (1-pyridin-2-yl-carbonyl) benzene 1,2-dibromoethane (2.34 mL, 27.2 mmol) and then 2-bromopyridine (2.59 mL, 27.2 mmol) were added slowly to Mg metal (1.32 g, 54.4 mmol) suspended in 75 mL of distilled THF in a dried 500 mL round bottom flask. After the Mg turnings were consumed, 5-bromo-N, N'-dimethoxy-N, N'-dimethylisophthalamide (1.50 g, 4.53 mmol) in 25 mL of distilled THF was added and the reaction was stirred at room temperature overnight. The reaction was quenched with saturated NH4Cl solution and extracted with CH2CI2. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a brown oil. This material was chromatographed on silica gel eluting with 40% EtOAc in hexanes to give 1-bromo-3,5-bis (1-pyridin-2-yl-carbonyl) benzene as a yellow solid.

'H NMR (400 MHz, CDC13) 6 8.79 (m, 1H), 8.74 (m, 2H), 8.50 (m, 2H), 8.12 (m, 2H), 7.93 (m, 2H), 7.53 (m, 2H).

1-Bromo-3,5-bis (2-pin

A mixture of 1-bromo-3,5-bis (1-pyridin-2-yl-carbonyl) benzene (0.65 g, 1.77 mmol) in 4.75 mL ethylene glycol and 2.75 mL hydrazine was heated (110 °C) for 6 hours in dried glassware under argon. Powdered KOH (275 mg, 4.91 mmol) was added to the now homogeneous reaction and the reaction was heated (160 °C) for 45 minutes, stirred at room temperature overnight. The reaction was quenched with water, the pH of the solution was adjusted to 7 using IN HCI, and the solution was extracted with EtOAc. The combined organic extracts were dried over Na2SO4, filtered, and concentrated to give a yellow oil. This material was chromatographed on silica gel using 80% EtOAc in hexanes as the elutant to give 1-bromo-3,5-bis (2- pyridinylmethyl) benzene as a white solid.

'H NMR (400 MHz, CDCl3) õ 8.5 (m, 2H), 7.58 (m, 2H), 7.25 (m, 2H), 7.11 (m, 4H), 7.08 (s, 1H), 4.08 (s, 4H).

1- (3, 5-Bis-pyndin-2-ylmethylphenyl)(3, 5-Bis-pyndin-2-ylmethylphenyl) ethanone A mixture of 1-bromo-3,5-bis (2-pyridinylmethyl) benzene (430 mg, 1.27 mmol), triethylamine (353 TL, 2.54 mmol), n-butyl vinyl ether (819 pl, 6.34 mmol), thallium acetate (367 mg, 1.39 mmol), 1,3-bisdiphenylphosphinopropane (131 mg, 0.32 mmol), and palladium acetate (57 mg, 0.25 mmol) in DMF (3 mL) in a seal tube was purged with argon for 15 minutes. The tube was capped and the mixture was heated with stirring at 100 °C for 48 hours. After cooling to room temperature the mixture was filtered through Celite and concentrated in vacuo. The residue was treated with a mixture of THF (10 mL) and a HCI (3 mL, 1M). After 1 hour, the reaction was diluted with saturated aq NH4Cl and EtOAc. The organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a brownish oil. This material was chromatographed on silica gel using 5% MeOH in EtOAc as the elutant to give 1- (3, 5-bis-pyridin-2-ylmethylphenyl) ethanone as a yellow oil.

'H NMR (400 MHz, CDC13) 8 8.55 (m, 2H), 7.71 (m, 2H), 7.59 (m, 2H), 7.41 (s, 1H), 7.12 (m, 4H), 4.18 (s, 4H), 2.54 (s, 3H).

1-(3, 5-Bis-pyridin-2-YlmethYl-phenel)-3-(4-methyl-pyridin-2-yl) propane-1 *3-dione A solution of 1- (3,5-bis-pyridin-2-ylmethylphenyl) ethanone (140 mg, 0.46 mmol), 5-methyl 4-methylpydridine-2-carboxylate (154 mg, 1.02 mmol), and sodium methoxide (55 mg, 1.02 mmol) in THF (1 mL) was stirred at room temp. for 1.5 hours. The reaction was quenched with water, the pH of the solution was adjusted

to 4 using 1N HCI, and the solution was extracted with CHC13. The combined organic extracts were dried over Na2SO4, filtered, and concentrated to give a yellow solid.

This material was purified by reverse phase HPLC. Collection and lyophilization of appropriate fractions provided 1- (3, 5-bis-pyrazol-1-ylmethyl-phenyl)-3- (4-methyl- pyridin-2-yl) propane-1, 3-dione (3M) as bis TFA salt.

'H NMR (400 MHz, CDCl3) õ 8.87 (m, 2H), 8.62 (m, 1H), 8.13 (m, 2H), 8.02 (s, 1H), 7.95 (m, 2H), 7.60 (m, 4H), 7.53 (m, 2H), 7.32 (m, 1H), 4.48 (s, 4H), 2.48 (s, 3H).

Anal. Calc'd for: C27H23N302 2TFA 0.10 Et20 0.85 H20 C, 56.10; H, 4.03; N, 6.25.

Found: C, 56.10; H, 3.98; N, 6.10.

1-f3, 5-Bis- (2-methyl-2H-pyrazol-3-ylmethyl) phenyll-3- (4-methylpvridin-2- yl) propane-1,3-dione (3N) 3,5-Bis- (2-methyl-2H-pyrazol-3-vlmethyl)-1-bromobenzene To a cold (-78 °C) solution of N-methylpyrazole (0.31 g) in anhydrous THF (10 mL), a solution of n-BuLi in hexanes (2.5 M, 1.5 mL) was added. The resultant mixture was stirred at-78'C for 3 h and was treated with a solution of 1- bromo-3,5-bis- (N-methoxy-N-methyl) carboxyamidobenzene (0.50 g) in THF (5 mL).

The reaction mixture was allowed to warm up slowly to room temperature and was stirred at that temperature overnight. The product mixture was diluted with ethyl acetate and partitioned with aq. HCI. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 50% ethyl acetate

in hexane. Collection and concentration of appropriate fractions provided the title bispyrazole.

'H NMR (400 MHz, CDC13) 8 8.25 (s, 1H), 8.22 (br s, 2H), 7.55 (br s, 2 H), 6.68 (br s, 2 H), 4.24 (s, 6H).

In a manner similar to that for 3I, substituting 3C with 3,5-bis- (2- methyl-2H-pyrazol-3-ylmethyl)-l-bromobenzene, 1- [3, 5-bs- (2-methyl-2H-pyrazol-3- ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)-propane-1,3-dione (3N) was prepared.

Anal. Calc'd for C25H25N502. 1. 5 TFA C, 56.19; H, 4.46; N, 11.70.

Found: C, 56.47; H, 4.42; N, 11.63.

1- (3-Pyridin-2-ylmethyl) phenyl-3- (4-methylpyridin-2-yl) propane-1, 3-dione (30) 3-Bromophenyl pyridin-2-vl ketone To a cold (-78 °C) solution of 1,3-dibromobenzene (0.75 mL) in diethyl ether (25 mL), a solution of n-BuLi in hexanes (2.5 M, 2.6 mL) was added.

The resultant mixture was stirred at-78 °C for 1 h and was treated with a solution of N-methoxy-N-methylpyridine-2-carboxyamide (1.07 g) in ether (4 mL). The reaction mixture was allowed to warm up slowly to room temp. and was stirred at that temp. overnight. The product mixture was diluted with ether and partitioned with aq. HCI.

The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 20% ethyl acetate in hexane. Collection and concentration of appropriate fractions provided the title ketone.

IN NMR (400 MHz, CDCl3) 8 8.73 (br d, 1H), 8.23 (br s, 1H), 8.07 (d, 1H), 8.02 (d, 1H), 7.92 (td, 1H), 7.72 (br d, 1H), 7.52 (m, 1H), 7.37 (t, 1H).

In a manner similar to that for 3I, substituting 3C with 3-bromophenyl pyridin-2-yl ketone, 1- (3-pyridin-2-ylmethyl) phenyl-3- (4-methylpyridin-2-yl) propane- 1,3-dione (30) was prepared.

'H NMR (400 MHz, CDC13) 8 8.89 (d, 1H), 8.68 (d, 1H), 8.14 (m, 1H), 8.05-8.06 (m, 3H), 7.64 (t, 1H), 7.48-7.57 (m, 4H), 7.36 (d, 1H), 4.54 (s, 2H), 2.51 (s, 3H).

1-f3- (1, 1-Dioxoisothiazolin-2-ylmethyl)-5- (pyridin-2-ylmethyl) phenyll-3- (4- methylpyridin-2-yl) propane-1,3-dione (3P) tert-Butyldimethylsilyl 3,5-dibromobenzyl ether A mixture of 3,5-dibromobenzyl alcohol (9.77 g, 36.74 mmol), tert- butyldimethylchlorosilane (6.80 g, 45.1 mmol) and imidazole (6.08 g, 89.3 mmol) in DMF (100 mL) was stirred under argon over night. The reaction mixture was diluted with ether, washed with water three times, dried over magnesium sulfate, and concentrated under vacuum to provide the title compound.

'H NMR (400 MHz, CDC13) 8 7.58 (s, 1H), 7.39 (s, 2H), 4.62 (s, 2H), 0.95 (s, 9H), 0.05 (s, 6H).

(Pyidin-2-yl) 1-f3-bromo-5- (tert-butyldimethylsilyloxymethyl) phenyll ketone In a manner similar to that for the preparation of 3C substituting with tert-butyldimethylsilyl 3,5-dibromobenzyl ether, the title compund was prepared.

'H NMR (400 MHz, CDCl3) õ 8.64 (d, 1H), 7.96-8.22 (m, 2H), 7.82-7.88 (m, 2H), 7.62 (s, 1H), 7.41-7.44 (m, 1H), 4.72 (s, 2H), 0.85 (s, 9H), 0.05 (s, 6 H).

3-Bromo-5-(pvridin-2-vl-methel) benzel alcohol In a manner similar to that for the preparation of 3D substituting with (pyridin-2-yl) 1- [3-bromo-5- (tert-butyldimethylsilyloxymethyl) phenyl] ketone, the title compund was prepared.

'H NMR (400 MHz, CDCl3) 8 8.53 (d, 1H), 7.61 (m, 1H), 7.38 (s, 1H), 7.32 (s, 1H), 7.18 (s, 1H), 7.12-7.16 (m, 2H), 4.62 (s, 2H), 4.12 (s, 2H).

1-f 3-Hydrox(pyridin-2-yl-methyl) phenyllethanone In a manner similar to that for the preparation of 3E substituting with 3-bromo-5- (pyridin-2-yl-methyl) benzyl alcohol, the title compund was prepared.

'H NMR (400 MHz, CDC13) 8 8.53 (d, 1H), 7.82 (s, 1H), 7.78 (s, 1H), 7.61 (m, 1H), 7.49 (s, 1H), 7.12-7.16 (m, 2H), 4.72 (s, 2H), 4.20 (s, 2H), 2.60 (s, 3H).

1-f3- (1, 1-Dioxo-i sothiazolin-2-ylmethyl)-5- (pyridin-2-yl-methyl) phenyllethanone A mixture of 1- [3-hydroxymethyl-5- (pyridin-2-yl-methyl)-phenyl] ethanone (750 mg, 3.11 mmol), methanesulfonyl chloride (0.36 mL, 4.65 mmol) and triethylamine (0.78 rnL, 5.60 mmol) in dichloromethane (10 mL) was stirred under argon for 30 min. The solvent was removed and the residue was coevaporated with toluene, and dissolved in 10 mL DMF. The solution was added to a mixture prepared separately by addition of sodium hydride (60% dispersion in mineral oil, 785 mg, 19.6 mmol) to a solution of 3-chloropropanesulfonamide (985 mg, 6.25 mmol) in DMF (30 mL) at 0 °C and stirred at that temp for 2h. The resultant mixture was stirred rt for another 3 h. and concentrated under vacuum. The residue was treated with saturated aqueous NH4Cl, extracted with chloroform. The organic layer was washed with brine, dried over magnesium sulfate, concentrated. The resultant residue was purified by flash chromatography on silica gel eluting with hexanes/ethyl acetate to give title ketone 'H NMR (400 MHz, CDCl3) õ 8.54-8.58 (m, 1H), 7.78-7.81 (m, 2H), 7.61 (m, 1H), 7.49 (s, 1H), 7.12-7.16 (m, 2H), 4.22 (s, 2H), 4.20 (s, 2H), 3.20 (t, 2H), 3.12 (t, 2H), 2.60 (s, 3H), 2.32 (m, 2H).

1-3- (1, 1-Dioxoisothiazolin-2-ylmethyl)-5- (pyridin-2-rlmethyl) phenyll-3- (4- methylpyridin-2-yl) propane-1, 3-dione (3P)

In a manner similar to that for the preparation of 3M substituting with 1- [3- (1, 1-dioxo-isothiazolin-2-ylmethyl)-5- (pyridin-2-yl-methyl) phenyl] ethanone, the title compund was prepared.

'H NMR (400 MHz, CDCl3) S 8.56-7.59 (m, 2H), 8.00 (s, 1H), 7.92 (s, 1H), 7.87 (s, 1H), 7.60 (t, 1H), 7.52 (s, 1H), 7.48 (br s, 1H), 7.25 (m, 1H), 7.12-7.16 (m, 2H), 4.22 (s, 2H), 4.20 (s, 2H), 3.22 (t, 2H), 3.12 (t, 2H), 2.46 (s, 3H), 2.32 (m, 2H). <BR> <BR> <P>1-3- (1, 1-Dioxoisothiazolin-2-ylmethyl)-5- (pyridin-2-ylylphenyll-3- (l-methvl-<BR> <BR> <BR> <BR> lH-imidazol-4-yl) propane-1*3-dione (3Q) In a manner similar to that for the preparation of 3P, substituting with methyl 1-methylimidazol-4-carboxylate, the title compound (3Q) was prepared.

'H NMR (400 MHz, CDC13) # 8.56 (d, 1H), 7.86 (s, 1H), 7.80 (s, 1H), 7.64 (s, 1H), 7.60 (t, 1H), 7.51 (s, 1H), 7.44 (s, 1H), 7.12-7.16 (m, 2H), 7.05 (s, 1H), 4.22 (s, 2H), 4.20 (s, 2H), 3.80 (s, 3H), 3.20 (t, 2H), 3.12 (t, 2H), 2.32 (m, 2H).

EXAMPLE 4 1- (3-Benzylphenyl)-3-(lH-imidazol-2-yl)-propane-1 3-dione(3-Benzylphenyl)-3-(lH-imidazol-2-yl)-propane-1 3-dione TFA salt (4E) 1-Trityl-1-H-imidazole-2-carboxaldehyde (4A)

A suspension of 2-imidazole carboxaldehyde (7.3g, 0.076 mole, Aldrich) in 76 mL of degassed DMF was treated with triethylamine (9.2g, 12.7 mL, 0.091 mole) followed by trityl bromide (27g, 0.084 mole) and stirred overnight at room temperature. The light purple suspension was poured into 800 mL H2O and extracted with CH2Cl2 three times, the combined organic layers were washed with NaHC03 and dried over Na2SO4, filtered and evaporated to give solids that were triturated with CH2Cl2/petroleum ether to give 1-Trityl-l-H-imidazole-2- carboxaldehyde (4A) as a light yellow solid.

'H NMR (300 MHz, CDCI ?) 8 9.2 (s, 1H), 7.3 (m, 9H overlaps CHCl3), 7.22 (s, 1H), 7.1 (m, 6H), 7.0 (s, 1H).

1- (3-Benzylphenyl) ethanone (4B) Step 1: (3-Bromophenyl) phenylmethanol To an oven dried 500 ml 3-neck flask fitted with temperature probe, magnetic stir bar, and argon inlet was added a solution of 2.5M n-butyl lithium in hexanes (20.8 ml, 0.052 mole) chilled to-78°C then diluted with diethyl ether (90 ml). To this was added dropwise by syringe over 30 minutes 1,3-dibromobenzene (11.80 g, 6.043 ml, 0.05 mole; activated basic alumina pretreatment) keeping the internal temperature between-74°C and-78°C. The reaction was aged at-78°C for 2.5h before adding neat benzaldehyde (5.52 g, 5.29 ml, 0.052 mole) over 15 minutes then allowing the reaction mixture to slowly warm to room temperature as the bath discharged overnight. The reaction was quenched with 20 mL H20 then acidified with 5.4 ml conc. HCI and extracted with EtOAc three times. The combined organic layers were washed with NaHC03, brine and dried over NaS04, filtered and evaporated in vacuo to give a clear yellow oil (3-bromophenyl) phenylmethanol which crystallized to afford a white solid after washing with pet ether. Rf=0.14 (10% EtOAc/Hexanes). 1H NMR (300 MHz, CDC13) 8 7.56 (s, 1H), 7.36-7.40 (m, 3H), 7.32-7.35 (m, 2H), 7.25-7.31 (m, 2H), 7.19 (m, 1H), 5.79 (s, 1H), 2.25 (s, 1H).

Step 2: (3-Benzyl) phenyl bromide A solution of (3-bromophenyl) ethanone (4.10 g, 0.0156 mole) and triethylsilane (2.72 g, 3.71 ml, 0.0234 mole) in methylene chloride (40 ml) was chilled to 0°C under argon with stirring followed by addition of neat boron trifluoride etherate (3.32 g, 2.96 ml, 23.4 mmol). The reaction stirred at room temprature

overnight. The reaction mixture was poured into 160 ml saturated NaHC03 and extracted with EtOAc three times, the combined organic layers were washed with brine and dried over Na2SO4, filtered and evaporated to afford colorless oil.

Chromatographic purification using 5% EtOAc/hexanes afforded pure (3- benzyl) phenyl bromide; Rf=0.44 (5% EtOAc/Hexanes) 1H NMR (400 MHz, CDCl3) 8 7.27-7.33 (m, 4H), 7.09-7.23 (m, SH), 3.93 (s, 2H).

Step 3: 1- (3-Benzylphenyl) ethanone (4B) To an oven-dried 100 ml 3-neck flask fitted with temperature probe, magnetic stir bar, and argon inlet was added 1.10 g of (3-benzyl) phenyl bromide in 26 ml THF and cooled to-78°C. Following dropwise addition of 1.6 M n-butyl lithium in hexanes (4.90 ml, 49 mmol) over 15 minutes, the reaction was stirred for lh at- 78°C before adding neat N-methoxy-N-methylacetamide (551 mg, 53.4 mmol) over 20 minutes. The reaction mixture warmed slowly to room temperature as the bath discharged overnight. The reaction was quenched with 60 ml 10% KHS04 and extracted with Et20 three times. The combined organic layers were washed with NaHC03, brine and dried over Na2SO4, filtered and evaporated in vacuo to give a clear yellow oil. Chromatographic purification using EtOAc/hexanes afforded pure 4B. Rf=0.10 (5% EtOAc/hexanes); 0.40 (30 acetone, 70 hexane, 1.5 HOAc); 1H NMR (400 MHz, CDCl3) 8 7.80 (m, 2H), 7.39 (m, 2H), 7.29 (m, 2H), 7.19 (m, 3H), 4.05 (s, 2H), 2.6 (s, 3H).

1-(3-Benzylphenyl)-3-hydroxy-3-(1-trityl-1-H-imidazol-2-yl) propane-1-one (4C) To an oven dried 100 mL three necked round bottomed flask with a stirring bar, septum, argon inlet and thermometer was added THF (15 mL) and 4B (1- (3-benzyphenyl) ethanone (0.5g, 0.0024 mole). The reaction was cooled to-78°C and treated with lithiodiisopropylamine (0.0029 mole, Aldrich) for 30 minutes. To this well stirred solution was added a solution of 4A (0.88g, 0.0026 mole,) in THF (lOmL) dropwise over 12 minutes, maintaining the temperature <-65°C. This solution was aged 15 min then quenched at-78°C with a solution of NH4CI. The mixture was diluted with EtOAc and the layers separated. The aqueous layer was extracted further with EtOAc and the organic layers were combined and washed with saturated aqueous NaHC03 solution and brine. Drying (Na2SO4), filtration and removal of the

solvent in vacuo gave 1- (3-Benzylphenyl)-3-hydroxy-3- (I-trityl-l-H-imidazol-2- yl) propane-1-one (4C).

Rf=0.09 (50% EtOAc/Hexanes) 'H NMR (400 MHz, CDCl3) 8 7.5 (s, 1H), 7.28 (m, 15H), 7.19 (m, 15H), 7.02 (m, 1H), 6.9 (s, 1H), 4.8 (d, j=10 Hz, 1H), 3.98 (s, 2H), 3.25 (dd, j= 10,18 Hz, 1H), 3.1 (bs, 1H), 1.55 (dd, j=10,18 Hz, 1H).

1- (3-BenzylphenYl)-3-hydroxy-3-(1-H-imidazol-2-yl) propane-1-one(3-BenzylphenYl)-3-hydroxy-3-(1-H-imidazol-2-yl ) propane-1-one (4D) To an oven dried 100 mL three necked round bottomed flask with a stirring bar, septum, argon inlet and thermometer was added 4C (0.2g, 0.0018 mole) and trifluoroacetic acid (2 mL). To this well stirred solution was added EtSiH (0.078 mL, 0.0008 mole), and a white solid precipitated. After 1 hr the volatile components were removed in vacuo and residue was then quenched at with a saturated solution of NaHC03. The mixture was diluted with EtOAc and the layers separated. The aqueous layer was extracted further with EtOAc and the organic layers were combined and washed with brine. Drying (Na2SO4), filtration and removal of the solvent in vacuo to gave crude product that was chromatographed on silica with 30% isopropylacetate/chloroform saturated with ammonia to give pure 1- (3-Benzylphenyl)- 3-hydroxy-3- (I-H-imidazol-2-yl) propane-I-one (ID).

'H NMR (400 MHz, CDCI3) 8 9.5 (bs, 1H), 7.85 (m, 2H), 7.4-7.1 (m, 7H), 7.02 (s, 2H), 5.4 (dd, j= 3,8 Hz, 1H), 4.01 (s, 2H), 3.82 (dd, j= 3,18 Hz, 1H), 3.48 (dd, j= 8,18 Hz, 1H).

1- (3-Benzylphenyl)-3-(1-H-imidazol-2-yl) propane-1, 3-dione(3-Benzylphenyl)-3-(1-H-imidazol-2-yl) propane-1, 3-dione (4E) To an oven dried 100 mL three necked round bottomed flask with a stirring bar, septum, argon inlet and thermometer was added 4D (0.246g, 0.00085 mole) and CHCl3 (7 mL). To this well stirred solution was added Mon02 (1.05g, 0.012 mole). After 1 hr the reaction was filtered through celite and evaporated to dryness.

The residue was purified by HPLC to give pure 1- (3-Benzylphenyl)-3- (l-H-imidazol- 2-yl) propane-1,3-dione (4E) as the TFA salt.

Anal. Calc'd for: Cl9Hl6N202 * TFA C, 60.28; H, 4.10; N, 6.70.

Found: C, 60.27; H, 4.17; N, 6.65.

lH NMR (300 MHz, CDC13 + d6-DMSO) 8 7.9 (s, 2H), 7.3 (m, 11H), 4.05 (s, 2H). salt(4F)1-(3-Benzylphenyl)-3-(1-benzyl-1H-imidazol-2-yl)prop ane-1,3-dioneTFA 1-Benzyl-1-H-imidazole-2-carbaldehyde A suspension of 1-H-imidazole-2-carbaldehyde (2.35g, 0.025 mole) in 120 mL of CH3CN was treated with K2CO3 (4.0g, 0.029 mole) followed by benzyl bromide (3.7g, 0.022 mole) and stirred for three hr at 40°C. The solvent was removed in vacuo and the residue dissolved in EtOAc/CH2Cl2. The solution was washed with NaHC03, pH 7 buffer, and brine, filtered and evaporated to give solids that were triturated with CH2Cl2/petroleum ether to give 1-Benzyl-1-H-imidazole-2- carboxaldehyde as a light yellow solid.

'H NMR (300 MHz, CDC13) 8 9.8 (s, 1H), 7.4-7.3 (m, 4H), 7.2 (m, 2H), 7.15 (s, 1H), 5.5 (s, 2H).

1- (3-BenzYlphenyl)-3-(1-benzyl-1H-imidazol-2-yl) propane-1. 3-dione(3-BenzYlphenyl)-3-(1-benzyl-1H-imidazol-2-yl) propane-1. 3-dione TFA salt (4F) 4F was prepared as described for 4E except that 1-Benzyl-1-H- imidazole-2-carboxaldehyde (see above) was used in the aldol condensation step, and the Et3SiH/TFA step was omitted.

Anal. Calc'd for: C26H22N202 TFAH20 C, 65.09; H, 4.66; N, 5.42.

Found: C, 65.15; H, 4.67; N, 5.34.

1-(3-Benzylphenyl)-3-(5,6,7,8-tetrahydro-[1,8]naphthyridi n-2-yl)-propane-1,3-dione

2-Dimethoxymethel-r 1. 81naphthyridine A mixture containing 2-amino-3-formylpyridine (30 g, 0.245 mol) (prepared as described in J. Org. Chem., 1983, vol. 48, p. 3401), pyruvaldehyde dimethylacetal (87 g, 0.737 mol), and L-proline (7.0g, 0.062 mol) in MeOH (300 mL) was refluxed under argon for 16 h. The cooled solution was filtered, evaporated and the residue dissolved in CH2CI2 (500 mL) and washed with water and brine then dried and concentrated to a volume of ca. 100 mL. Hexane (300 mL) was added and the mixture was kept at 0°C for 3 h, then filtered affording 2-dimethoxymethyl- [1,8] naphthyridine as an off-white crystalline solid.

1HNMR (300MHz, CDCl3) o, 9.14 (d, J = 2. 2 Hz, 1H); 8.26 (d, J=8. 7Hz, 1H); 8.21 (dd, J = 8.7,2.2 Hz, 1H); 7.8 (d, J = 8.3 Hz, 1H); 7.5 (m, 1H); 5.48 (s, 1H); 3.53 (s, 6H).

2-Dimethoxymethyl-5,6, 7, 8-tetrahydro-f 1, 81naphthyridine A solution of 2-dimethoxymethyl- [1,8] naphthyridine (10 g, 0.049 mol) in ethanol (100 ml) was treated with 10% Pd on C (1.5 g) and the resulting mixture stirred under a H2 filled balloon for 12.5 h. The catalyst was removed by filtration through celite and the solution concentrated to afford 2-dimethoxymethyl-5,6,7,8- tetrahydro- [1, 8] naphthyridine as a yellow crystalline solid.

1H NMR (300 MHz, CDCl3) 8 7.18 (d, J = 7.12 Hz, 1H); 6.71 (d, J = 7.12 Hz, 1H); 5.18 (s, 1H); 4.96 (br, s, 1H); 3.43 (s, 6H); 3.4 (m, 2H); 2.65 (m, 2H); 1.91 (m, 2H).

2-Dimethoxymethyl-5,6,7,8-tetrahydro- [1,8] naphthyridine (10 g, 0.048 mol) was treated with trifluoroacetic acid (50 mL) and the resulting solution stirred under argon for 12.5 h. The TFA was removed at reduced pressure and the residue partitioned between sat. NaHC03 and CH2Cl2. The organic layer was dried, concentrated and passed through a 3 in. pad of silica gel (10% acetone/CH2Cl2) and

concentrated to afford naphthyridine-2-carboxaldehyde as a yellow crystalline solid.

1H NMR (300 MHz, CDCl3) # 9. 80 (s, 1H); 7.31 (d, J = 7. 32 Hz, 1H); 7.16 (d, J = 7.32 Hz, 1H); 5.31 (br, s, 1H); 3.48 (m, 2H); 2.81 (m, 2H); 1.94 (m, 2H). <BR> <BR> <BR> <BR> <BR> <BR> <P>1- (3-Benzylphenyl)-3- (5,6,7,8-tetrahydro-f 1,81naphthyridin-2-yl)-propane-1, 3-dione In a manner similar to that for 4E, 1- (3-benzylphenyl)-3- (5,6,7,8- tetrahydro- [1,8] naphthyridin-2-yl)-propane-1, 3-dione (4G) was prepared, using naphthyridine-2-carbaldehyde.

Anal. Calc'd for: C2oHl6N202 1. 05# TFA * 0.4 Dioxane C, 63.32; H, 5.04; N, 5.33.

Found: C, 63.49; H, 4.64; N, 4.96.

EXAMPLE 5 1- (3-Benzylphenyl)-3- (imidazole-4-yl) propane-1,3-dione (5D) Methyl (1-N-triphenylmethyl) imidazole-4-carboxylate (5B) To a suspension of methyl 4-imidazole carboxylate (0.5 g, 3.96 mmol) in DMF (4 mL) was added triethylamine (0.828 mL, 5.94 mmol) and triphenylmethyl bromide (1.54 g, 4.76 mmol) at 0°C under argon. The reaction mixture was allowed to warm to ambient temperature and stirred for 5 h. The reaction was then quenched with water and the mixture was extracted with ethyl acetate. The organic extraxt was washed with brine, dried over magnesium sulfate, filtered and concentrated under vacuum. The resultant residue was purified by flash chromatograph on silica gel (hexane/ethyl acetate) to give 5B.

1H NMR (400 MHz, CDCl3) 8 7.58 (d, 1 H), 7.46 (d, 1 H), 7.33-7.38 (m, 9 H), 7.10- 7.14 (m, 6H), 3.87 (s, 3H).

1-(3-Benzelphenyl)-3-(l-N-triphenylmethyl-imidazole-4-yl) propane-1, 3-dione (5C) To a flask charged with potassium t-butoxide (0.133 g, 1.19 mmol) and p-xylene (2 mL) was added 1- (3-benzylphenyl) methyl ketone (4B) (0.1 g, 0.476 mmol) in p-xylene (2 mL) under argon and the reaction mixture was stirred at ambient temperature for 3 h. 5B (0.21 g, 0.57 mmol) was then added. After all starting material was consumed, the reaction mixture was treated with saturated aqueous ammonium chloride solution and extracted with dichloromethane. The organic extract was dried over magnesium sulfate and concentrated under vacuum.

The residue was redissolved in small amount of chloroform and filtered. The filtrate was concentrated and used for next reaction without further purification.

1- (3-Benzhenyl)-3- (imidazole-4-yl) propane-1, 3-dione (SD) The crude 5C in dichloromethane (1 mL) was treated with trifluoroacetic acid (0.5 mL) and titrated with triethylsilane (about 0.2 mL) until the orange-red color disappeared. The reaction mixture was then concentrated under vacuum. The residue was purified by reverse-phase HPLC and then recrystallized with dichloromethane/hexane to give 5D as light yellow solid.

1H NMR (400 MHz, CD30D) 8 8.74 (s, 1 H), 8.35 (s, 1 H), 7.91 (s, 1 H), 7.86-7.90 (m, 1 H), 7.42-7.46 (m, 2 H), 7.16-7.30 (m, 5 H), 7.01 (s, 1 H), 4.06 (s, 2 H).

1-(3-Benzylphenyl)-3-(l-N-methyl-imidazole-4-el) propane-1, 3-dione (5E) Methyl (1-N-methyl) imidazole-4-carboxylate A mixture of 4-iodo-1-methyl-lH-imidazole (500 mg, 2.40 mmol), trans-dichlorobis (triphenylphosphine) palladium (II) (255 mg, 0. 30 mmol) and triethylamine (3 mL) in methanol (30 mL) in a pressure vessel was purged with argon for 10 min. The vessel was then pressurized with carbon monoxide to 250 psi and heated at 100 °C for 2 days. After cooling to room temperature, the reaction mixture was filtered through Celite, and concentrated under vacuum. The resultant residue

was purified by flash chromatograph on silica gel (5% MeOH in CHC13) to give title compound.

'H NMR (400 MHz, CDCl3) 8 7.60 (s, 1H), 7.28 (s, 1H), 3.90 (s, 3H), 3.78 (s, 3H).

1-(3-Benzylphenyl)-3-(1-N-methylimidazole-4-el) propane-1, 3-dione (5E) To a solution of 1- (3-benzylphenyl) methyl ketone (4B) (213 mg, 1.01 mmol) in dry THF (5 mL) under argon was added potassium bis (trimethylsilyl) amide (0.5 M solution in toluene, 2.0 mL, 1.0 mmol) at 0 °C and stirred for 30 min. Methyl (1-N-methyl) imidazole-4-carboxylate was then added and the reaction mixture was stirred at 0 °C for 10 min then ambient temperature for 15 min. The reaction was quenched with IN HCI to pH 8. The reaction mixture was extracted with CHC13 three times. The combined organic phases were washed with brine, dried over sodium sulfate and concentrated under vacuum. The residue was triturated with ether/hexanes to give 5E.

'H NMR (400 MHz, CDCl3) 8 7.86-7.90 (m, 2H), 7.63 (d, 1H), 7.50 (d, 1H), 7.25- 7.40 (m, 4H), 7.18-7.22 (m, 3H), 7.07 (s, 1H), 4.04 (s, 2H), 3.77 (s, 3H).

1- (3-Benzylphenyl)-3-f 1-N- (pyridin-4-yl) methylimidazole-4-yllpropane-1,3-dione (5F) Methyl (1-N- (pyridin-4-yl) methyl) imidazole-4-carboxylate To a mixture of methyl 4-imidazolecarboxylate (500 mg, 3.96 mmol) and 4-picolyl chloride hydrochloride (743 mg, 4.53 mmol) in DMF (10 mL) sodium hydride (210 mg, 8.75 mmol) was added. The reaction mixture was then heated at 60 °C for 3 h, and concentrated under vacuum. The residue was partitioned between CHC13 and brine. The organic phase was dried over sodium sulfate and concentrated under vacuum. The residue was dissolved in a mixture of ethyl acetate/ether and a white solid was obtained upon cooling to provide the title compound.

lH NMR (400 MHz, CDCl3) 8 8.64 (d, 2H), 7.61 (s, 1H), 7.58 (s, 1H), 7.03 (d, 2H), 5.18 (d, 2H), 3.90 (s, 3H). <BR> <BR> <BR> <BR> <BR> <BR> <P>1-(3-Benzylphenyl)-3-[1-N-(pyridin-4-yl) methylimidazole-4-yllpropane-1. 3-dione To a solution of 1- (3-benzylphenyl) methyl ketone (4B) (313 mg, 1.49 mmol) and methyl [1-N-(pyridin-4-yl)methyl]imidazole-4-carboxylate (127 mg, 0.58 mmol) in dry THF (7 mL) under argon was added sodium methoxide (86 mg, 1.59 mmol) at 0 °C and stirred at ambient temperature. After 2h, the reaction mixture was neutralized to pH 7 with 1N HCI in ether. The mixture was extracted with CHC13 three times. The combined organic phases were dried over sodium sulfate and concentrated under vacuum. The residue was recrystallized with ether/hexanes to give 5F as a solid.

'H NMR (400 MHz, CDCl3) 8 8.63 (d, 2H), 7.84-7.90 (m, 2H), 7.66 (s, 1H), 7.61 (s, 1H), 7.25-7.40 (m, 4H), 7.18-7.22 (m, 3H), 7.10 (s, 1H), 7.06 (d, 2H), 5.21 (s, 2H), 4.04 (s, 2H). <BR> <BR> <BR> <BR> <BR> <BR> <P>1- (3-Benzylphenyl)-3-f 1-N- (pyridin-2-yl) methylimidazole-4-ylpropane-1, 3-dione In a manner similar to that for 5F, 1- (3-benzylphenyl)-3- [1-N- (pyridin- 2-yl)methylimidazole-4-yl]propane-1, 3-dione (5G) was prepared.

'H NMR (400 MHz, CDCl3) õ 8.62 (d, 1H), 7.83-7.90 (m, 3H), 7.67-7.75 (m, 3H), 7.25-7.40 (m, 4H), 7.18-7.22 (m, 3H), 7.08-7.10 (m, 2H), 5.28 (s, 2H), 4.04 (s, 2H).

1- (3-Benzphenyl)-3-f l-N- (pyridin-3-yl) methylimidazole-4-yllpropane-1,3-dione

In a manner similar to that for 5F, 1- (3-benzylphenyl)-3- [1-N- (pyridin- 3-yl) methylimidazole-4-yl] propane-1, 3-dione (5H) was prepared.

'H NMR (400 MHz, CDCl3) 8 8.57-8.66 (m, 2H), 7.83-7.90 (m, 2H), 7.60-7.65 (m, 2H), 7.47-7.51 (m, 1H), 7.25-7.40 (m, 5H), 7.18-7.22 (m, 3H), 7.08 (s, 1H), 5.20 (s, 2H), 4.04 (s, 2H).

1-(3-Benzylphenyl)-3-{1-N-[(1-N-tert-butylcarbamyl)-piper idine-4- yllmethylimidazole-4-ylpropane-1,3-dione (si) In a manner similar to that for 5F, 1-(3-benzylphenyl)-3-{1-N-[(1-N- tert-butylcarbamyl) piperidine-4-yl] methylimidazole-4-yl} propane-1,3-dione (5I) was prepared.

'H NMR (400 MHz, CDCl3) 8 7.8-7.95 (m, 2H), 7.63 (s, 1H), 7.51 (s, 1H), 7.25-7.42 (m, 5H), 7.18-7.22 (m, 2H), 7.08 (s, 1H), 4.10-4.20 (m, 2H), 4.04 (s, 2H), 3.93 (d, 2H), 2.63 (t, 2H), 1.90-2.00 (m, 1H), 1.50-1.70 (m, 2H), 1.45 (s, 9H), 1.10-1.30 (m, 2H). <BR> <BR> <BR> <BR> <P>1- (3-Benzylphenyl)-3-f1-N- (piperidine-4-vl) methylimidazole-4-ylpropane-1, 3-dione

To a solution of 51 (750 mg, 1.5 mmol) in dichloromethane (20 mL) was added trifluoroacetic acid (4 mL) and the reaction mixture was stirred for lh at ambient temperature. Trifluoroacetic acid and solvent were removed under reduced pressure. The residue was partitioned between CHCl3 and brine. The organic phase was dried over sodium sulfate and concentrated under vacuum. The residue was recrystallized with methanol/ether to give 5J.

'H NMR (400 MHz, CDC13) 8 7.84-7.90 (m, 2H), 7.74 (s, 1H), 7.60 (s, 1H), 7.52 (s, 1H), 7.17-7.42 (m, 6H), 7.06 (s, 1H), 4.04 (s, 2H), 4.00-4.04 (m, 2H), 3.42 (d, 2H), 2.70-2.90 (m, 3H), 2.00-2.20 (m, 1H), 1.72-1.82 (m, 4H). <BR> <BR> <BR> <BR> <P>1-(3-Benzylphenyl)-3- {1-N-r (1-N-methanesulfonyl) piperidine-4-yllmethylimidazole- 4-yl) propane-1,3-dione (5K) To a solution of 5J (50 mg, 0.13 mmol) in DMF (2 mL) was added diisopropylethylamine (0.035 mL, 0.20 mmol) and methanesulfonyl chloride (0.012 mL, 0.16 mmol) under argon at ambient temperature. After 40 min, the solvent were removed under reduced pressure. The residue was partitioned between CHC13 and brine. The organic phase was dried over sodium sulfate and concentrated under vacuum. The residue was recrystallized with dichloromethane/ether to give 5K as a solid.

'H NMR (400 MHz, CDC13) 8 7.84-7.90 (m, 2H), 7.64 (s, 1H), 7.51 (s, 1H), 7.17- 7.42 (m, 7H), 7.08 (s, 1H), 4.04 (s, 2H), 3.82-3.95 (m, 4H), 2.79 (s, 3H), 2.62 (t, 2H), 1.80-1.95 (m, 1H), 1.70-1.80 (m, 2H), 1.42-1.50 (m, 2H).

1-(3-Benzylphenyl)-3-{1-N-[2-(1-N-tert-butylcarbamylpiperiaz in-4- yl)ethyl]imidazole-4-yl}propane-1,3-dione(5L) In a manner similar to that for 51, 1-(3-benzylphenyl)-3-{1-N-[2-(1-N- tert-butylcarbamylpiperiazin-4-yl) ethyl] imidazole-4-yl} propane-1, 3-dione (5L) was prepared.

'H NMR (400 MHz, CDCl3) õ 7.84-7.90 (m, 2H), 7.71 (d, 1H), 7.61 (d, 1H), 7.25- 7.40 (m, 5H), 7.18-7.22 (m, 2H), 7.08 (s, 1H), 4.08 (t, 2H), 4.04 (s, 2H), 3.40-3.44 (m, 4H), 2.73 (t, 2H), 2.40-2.48 (m, 4H), 1.45 (s, 9H).

1- (3-Benzylphenyl)-3-f 1-N-r2-(piperiazin-1-yl) ethyllimidazole-4-yl} propane-1,(3-Benzylphenyl)-3-f 1-N-r2-(piperiazin-1-yl) ethyllimidazole-4-yl} propane-1, 3- dione (5M) In a manner similar to that for 5J, 1- (3-benzylphenyl)-3- { 1-N- [2- (piperiazin-1-yl) ethyl] imidazole-4-yl} propane-1, 3-dione (5M) was prepared.

'H NMR (400 MHz, CDCl3) 8 7.84-7.90 (m, 2H), 7.69 (s, 1H), 7.58 (s, 1H), 7.25- 7.40 (m, 5H), 7.18-7.22 (m, 2H), 7.08 (s, 1H), 4.08 (t, 2H), 4.04 (s, 2H), 3.16-3.22 (m, 4H), 2.80 (t, 2H), 2.74-2.77 (m, 4H).

1- (3-Benzylphenyl)-3- 1-N-f2- (1-N-methanesulfonyl-piperazin-4-yl) ethyll-imidazole- 4-yl}propane-1,3-dione(5N) In a manner similar to that for 5K, 1-(3-benzylphenyl)-3-{1-N-[2-(1-N- methanesulfonylpiperiazin-4-yl) ethyl] imidazole-4-yl} propane-1, 3-dione (5N) was prepared.

'H NMR (400 MHz, CDCl3) õ 7.83-7.90 (m, 2H), 7.72 (s, 1H), 7.58 (s, 1H), 7. 25- 7.40 (m, 5H), 7.18-7.22 (m, 2H), 7.08 (s, 1H), 4.08 (t, 2H), 4.04 (s, 2H), 3.20-3.26 (m, 4H), 2.76-2.82 (m, 5H), 2.58-2.64 (m, 4H).

1-(3-Benzylphenyl)-3-f 1-N-12-(1-N-benzylpiperiazin-4-yl) ethyllimidazole-4- vlTpropane-1,3-dione (50) In a manner similar to that for 5F, 1-(3-benzylphenyl)-3-{1-N-[2-(1-N- benzylpiperiazin-4-yl) ethyl] imidazole-4-yl} propane-1,3-dione (50) was prepared.

'H NMR (400 MHz, CDCl3) 8 8.14 (s, 1H), 7.96 (s, 1H), 7.78-7.86 (m, 2H), 7.44- 7.52 (m, 8H), 7.20-7.36 (m, 4H), 7.04 (s, 1H), 4.15-4.39 (m, 4H), 4.04 (s, 2H), 2.80- 3.60 (m, 8H), 2.30-2.45 (m, 2H).

1-f3-Benzyl-5- (6-oxo-6H-pyrimidin-1-ylmethyl) phenyll-3- (l-methylimidazole-4-<BR> <BR> yl) propane-1,3-dione(5P) In a manner similar to that for 160 and 5E, 1- [3-benzyl-5- (6-oxo-6H- pyrimidin-1-ylmethyl) phenyl]-3- (1-methylimidazole-4-yl) propane-1, 3-dione (5P) was prepared.

Anal. Calc'd for C25H22N403.2 HCI C, 60.13; H, 4.84; N, 11.22.

Found: C, 59.98; H, 4.54; N, 10.82.

1-[3-Benzyl-5-(1,1-dioxoisothiazolidin-2-ylmethyl)phenyl] -3-(1-methylimidazole-4- yl) propane-1, 3-dione (5Q) In a manner similar to that for 5P, 1-[3-benzyl-5-(1,1- dioxoisothiazolidin-2-ylmethyl)phenyl]-3-(1-methylimidazole- 4-yl)propane-1,3-dione (5Q) was prepared.

Anal. Calc'd for C24H25N304S C, 63.84; H, N, 9.31.

Found: C, 63.54; H, 5.36; N, 8.99.

1-(3-Benzylphenyl)-3-pyrimidin-2-yl-propane-1, 3-dione (5R)

Pyrimidine-2-carbonitrile To a solution of 2-bromopyrimidine (1.5 g, 9.43 mmol) in DMSO (30 mL) was added 1,4-diazabicyclo (2.2.2) octane (0.22 g, 1.88 mmol) and sodium cyanide (0.69 g, 14.2 mmol) at room temperature under argon. As the reaction proceeded the sodium cyanide gradually dissolved into the solution. After one hour the reaction was quenched with water and was extracted five times with diethyl ether.

The organic extract was washed with brine, dried over sodium sulfate, filtered and concentrated under vacuum. The resultant residue was purified by flash chromatography on silica gel (hexane/ethyl acetate) to give title compound as a light yellow solid.

1H NMR (300 MHz, CDCl3) 8 8.92-8.91 (d, j = 4.9 Hz, 2 H), 7.61-7.65 (t, j = 5.0 Hz, 1 H).

Methyl pyrimidine-2-carboxylate To a solution of pyrimidine-2-carbonitrile (0.5 g, 4.76 mmol) and water (4.76 mmol) in methanol (15 mL) was bubbled HCI gas until the solution was saturated. Once saturation was completed the solution was refluxed for 2 hours. The reaction was cooled in dry ice to induce crystallization of a white powder which was discarded. The resultant solvate was concentrated and the residue was partitioned between saturated aqueous sodium bicarbonate solution and ethyl acetate. The sodium bicarbonate layer was extracted two more times with ethyl acetate and the combined organic layers were dried over sodium sulfate, filtered and concentrated to afford title ester as a white solid powder.

1H NMR (300 MHz, CDCl3) 8 8.96-8.94 (d, j = 4.9 Hz, 2 H), 7.26-7.52 (t, j = 4.9 Hz, 1H,), 4.07 (s, 1H).

1- (3-Benzylphenyl)-3-pyrimidin-2-yl-propane-1,3-dione (5R) To a solution of 4B (0.3g, 1.43 mmol) and methyl pyrimidine-2- carboxylate (0.197g, 1.43 mmol) in THF (7.0 ml) was added sodium methoxide

(0.154 g, 2.85 mmol). After one hour of stirring at room temperature the yellow solution was poured into a saturated solution of ammonium chloride, extracted with ethyl acetate, dried over sodium sulfate, filtered and concentrated to give a yellow oil.

The oil was dissolved in DMSO and purified using reverse phase HPLC on a C18 column to give a light colored solid, (5R) after lyophilization 1H NMR (400 MHz, CDCl3) 8 8.97-8.96 (d, j = 4.8 Hz, 2 H), 7.94-7.91 (m, 2 H), 7.61 (s, 1 H), 7.46-7.39 (m, 3 H), 7.32-7.19 (m, 5 H), 4.07 (s, 2 H).

Anal. Calc'd for C2oHl6N202. C, 75.93; H, 5.10; N, 8.86.

Found: C, 75.89; H, 5.27; N, 8.95.

1-(3-Benzylphenyl)-3-(4-methylpyrimidin-2-yl) propane-1, 3-dione (5S) 2-Chloro-4-methyl-pvrimidine A mixture of 2, 6-dichloropyrimidine (1.5 g, 10.07 mmol), trimethylaluminum (0.87 g, 12.08 mmol), tetrakis (triphenylphosphine) palladium (0) (0.81 g, 0.7 mmol) in THF (30 mL) was heated under reflux for several hours. The reultant mixture was quenched with addition of water. (Note: allowing reaction to go overnight was detrimental). The product mixture was extracted with ethyl acetate three times, dried over sodium sulfate, filtered and concentrated to give a dark yellow oil. The resultant oil was purified by flash chromatography on silica gel (hexane/ethyl acetate) to give title compound as a light yellow solid.

1H NMR (400 MHz, DMSO) 8 8.62-8.61 (d, j = 5.1 Hz, 1 H), 7.47-7.46 (d, j = 5.1 Hz, lH), 2.56 (s, 3H).

4-Methyl-pyrimidine-2-carbonitrile In manner similar to the preparation of pyrimidine-2-carbonitrile in the synthesis of 5R.

1H NMR (400 MHz, CDC13) 8 8.70-8.68 (d, j = 5.3 Hz, 1 H), 7.40 (d, j = 5.1 Hz, 1H,), 2.63 (s, 3H).

Methyl 4-methylpyrimidine-2-carboxylate In a manner similar to the preparation of methyl pyrimidine-2- carboxylate, title ester was synthesized. In this case, following the workup, the crude product was chromatographed on silica gel eluting with ether/dichloromethane to afford the ester as a white solid.

1H NMR (400 MHz, CDC13) 8 8.78-8.76 (dxd, j = 2.6 Hz, 5.1 Hz, 1 H), 7.36-7.34 (dxd, 1.6 Hz, 5.0 Hz, 1 H), 4.07 (s, 3 H), 2.68 (s, 3 H).

1-(3-Benzylphenyl)-3-(4-methylpyrimidin-2-yl) propane-1, 3-dione (5S) In a manner similar to the preparation of 5R, 5S was synthesized.

1H NMR (400 MHz, CDCl3) 8 8.76-8.75 (d, j = 5.1 Hz, 1 H), 7.94-7.91 (m, 2 H), 7.59 (s, 1 H), 7.44-7.38 (m, 2 H), 7.32-7.20 (m, 6 H), 4.08 (s, 2 H), 2.67 (s, 3 H).

EXAMPLE 6 1- [3-Benzyl-5- (2-oxo-2H-pyridin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione (6F) 3-Benzyl-5-bromobenzaldehyde (6A) To a cold (-78 C) solution of 1-benzyl-3,5-dibromobenzene (1.15 g) in THF (30 mL), a solution of n-BuLi in hexanes (2.5 M, 2 mL) was added. The resultant mixture was stirred at-78 C for 1 h and was treated with anhydrous DMF (0.3 mL). The reaction mixture was allowed to warm up slowly to room temperature and was stirred at that temperature overnight. The product mixture was diluted with ethyl acetate and partitioned with aq. HCI. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 10% ethyl

acetate in hexane. Collection and concentration of appropriate fractions provided the title benzaldehyde.

'H NMR (400 MHz, CDC13) 8 9.90 (s, 1H), 7.85 (s, 1H), 7.63 (s, 1H), 7.59 (s, 1H), 7.35-7.18 (m, 5H), 4.03 (s, 2H).

3-Benzyl-5-bromobenzyl alcohol (6B) To a cold (0 C) solution of 3-benzyl-5-bromobenzaldehyde (0.465 g) in methanol (5 mL), sodium borohydride (0.123 g) was added. The reaction mixture was stirred at room temperature for 3 hr. The product mixture was concentrated, and the residue partitioned between ethyl acetate and aq. HCI. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum to provide the title alcohol.

'H NMR (400 MHz, CDCl3) õ 7. 36 (s, 1H), 7.31-7.15 (m, 6H), 7.10 (s, 1H), 4.62 (br s, 2H), 3.94 (s, 2H).

3-Benzyl-5-bromobenzyl bromide (6C) To a cold (0 C) solution of 3-benzyl-5-bromobenzyl alcohol (0.32 g) and carbon tetrabromide (0.57 g) in dichloromethane (6 mL), a solution of triphenylphosphine (0.45 g) in dichloromethane (4 mL) was added dropwise. The reaction mixture was stirred at room temperature for 2 hr. The product mixture was concentrated, and the residue was subjected to column chromatography on silica gel eluting with 15% ethyl acetate in hexane. Collection and concentration of appropriate fractions provided the title dibromide.

'H NMR (400 MHz, CDCI3) 8 7.38 (s, 1H), 7.32-7.12 (m, 7H), 4.37 (s, 2H), 3.94 (s, 2H).

3-Benzyl-5- (2-oxo-2H-pyridin-1-ylmethyl)-1-bromobenzene (6D) A mixture of 3-benzyl-5-bromobenzyl bromide (6C) (0.39g), 2- hydroxypyridine (0.13g) and cesium carbonate (0.443g,) in DMF was heated to 110°C for 2 hours. The product mixture was concentrated, and the residue partitioned between ethyl acetate and water. The organic extract was washed with brine, dried

over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 50% ethyl acetate in hexane. Collection and concentration of appropriate fractions provided 6D.

'H NMR (400 MHz, CDCb) 8 7.35-7.19 (m, 7H), 7.14 (d, J = 7. 5 Hz, 2H), 7.06 (s, 1H), 6.61 (d, J=8. 6Hz, lH), 6.15 (t, J = 6. 7 Hz, 1H), 5.02 (s, 2H), 3.91 (s, 2H).

3-Benzyl-5- (2-oxo-2H-pyridin-1-ylmethyl)(2-oxo-2H-pyridin-1-ylmethyl) acetophenone (6E) To a mixture of 3-benzyl-5-(2-oxo-2H-pyridin-1-ylmethyl)-1- bromobenzene (6D) (0.58 g), thallium acetate (0.47 g), 1,3- bis (diphenylphosphino) propane (0.18 g) and triethylamine (0.91 mL) in DMF (5 mL) in a pressure tube, purged with argon for a period of 10 minutes, palladium acetate (92 mg) and n-butyl vinyl ether (1.07 mL) was added. The reaction tube was sealed and stirred at 100 °C overnight. The reaction mixture was filtered through a bed of Celite, and the filtrate concentrated under vacuum. The residue was dissolved in THF (5 mL) and treated with aq. HCI (3M, 5 mL). The resultant mixture was stirred at rt for 3 hr., diluted with ethyl acetate, basified with aq. sodium bicarbonate. The organic extract was dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 50% ethyl acetate in hexane. Collection and concentration of appropriate fractions provided the title ketone.

'H NMR (400 MHz, CDC13) 8 7.70 (br s, 2H), 7.35-7.21 (m, 6H), 7.15 (d, J = 6.7 Hz, 2H), 6.6 (d, J = 8. 6 Hz, 1H), 6.15 (d, J=5. 3Hz, lH), 5.14 (s, 2H), 4.00 (s, 2H), 2.35 (s, 3H).

1- [3-Benzyl-5- (2-oxo-2H-pyridin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1, 3-dione (6F) A solution of 3-benzyl-5- (2-oxo-2H-pyridin-1-ylmethyl) acetophenone (6E) (0.19 g) and methy 4-methylpyridine-2-carboxylate () (0.28 g) in THF (1.2 mL) under an atmosphere of argon was treated with NaH (60 mg; 60% dispersion in mineral oil). The resultant mixture was stirred at room temperature for 15 minutes, and was quenched with saturated aq. ammonium chloride and partitioned with ethyl acetate. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column

chromatography on silica gel eluting with 10% CH30H in CHCl3. Appropriate fractions were collected and concentrated. The residue was triturated with ethyl acetate. Filtration and collection of the solid provided the title compound.

'HNMR (400MHz, CDCl3) o8.57 (d, J = 4. 88 Hz, 1H), 7.98 (s, 1H), 7.82 (d, J = 7.57 Hz, 2H), 7.49 (s, 1H), 7.35-7.14 (m, 9H), 6.62 (d, J = 9.03 Hz, 1H), 6.15 (t, J = 6.6 Hz, 1H), 5.17 (s, 2H), 4.03 (s, 2H), 2.45 (s, 3H).

Anal. Calc'd for C28H24N203. C, 77.04; H, 5.54; N, 6.42.

Found: C, 76.77; H, 5.38; N, 6.15.

1- [3-Benzyl-5- (2-oxo-piperidin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1,3-dione(6G) In a manner similar to that for 6F, 1- [3-Benzyl-5- (2-oxo-piperidin-l- ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)-propane-1,3-dione (6G) was prepared.

Anal. Calc'd for C28H28N203.0. 15 hexane C, 76.54; H, 6.69; N, 6.18.

Found: C, H, N, 6.14.

1- [3-Benzyl-5- (4-methylpiperazin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl)- propane-1, 3-dione (6H)

In a manner similar to that for 6F, 1- [3-Benzyl-5- (4-methylpiperazin-l- wasprepared.ylmethyl)phenyl]-3-(4-methylpyridin-2-yl)-propan e-1,3-dione(6H) Anal. Calc'd for C32H33N302.2.10 TFA & 0.1 H20 C, 56.64; H, 4.92; N, 6.15.

Found: C, 56.84; H, 5.11; N, 5.76.

ES MS M+1 = 442.

EXAMPLE 7 1-(3-Benzylphenyl)-3-(4-methylpyridin-2-yl)-propane-1,3-dion e(7B) A mixture of 1- (3-benzylphenyl) ethanone (ffi) (0. 05g,. 24 mmol) and 4-methylpicolinic acid methyl ester (3H) (0.036g,. 24 mmol) was dissolved in THF (1 mL) in a flamed dried 5 mL round bottomed flask equipped with a magnetic stirring bar and nitrogen inlet. To this solution was added sodium ethoxide (. 033g,. 48 mmol), and the mixture allowed to stir for lhr after which 1 mL of an aqueous saturated ammonium chloride solution was added. After stirring for 5 min, the mixture was partitioned between EtOAc/H2O and extracted. The combined organic extracts were washed with H20, brine, dried over anhydrous sodium sulfate, filtered, the solvent removed and the residue triturated with ether to afford 1- (3-benzylphenyl)- 3- (4-methylpyridin-2-yl)-propane-1,3-dione (7B) as a yellow crystalline solid.

'H NMR (400 MHz, CDCI3) 8 8.56 (d, j = 5 Hz, 1H), 7.99 (s, 1H), 7.94 (s, 1H), 7.91 (d, j = 7.6 Hz, 1H), 7.54 (s, 1H), 7.18-7.44 (m, 8H), 4.07 (s, 2H), 2.45 (s, 3H).

Anal. Calc'd for: C22Hi9N02 . 2 EtOAc C, 78.91; H, 5.98; N, 4.04.

Found: C, 78.69; H, 5.85; N, 4.06.

1-(3-Benzylphenyl)-3-pyrazin-2-ylpropane-1,3-dione(7C)

In a manner similar to that for 7B, 1- (3-benzylphenyl)-3-pyrazin-2- ylpropane-1,3-dione (7C) was prepared.

Anal. Calc'd for: C2oHl6N202 C, 75.93; H, 5.10; N, 8.85.

Found: C, 75.99; H, 5.30; N, 8.71.

1-(3-Benzylphenyl)-3-(2-methylthiazol-4-yl)-propane-1,3-d ione(7D)

In a manner similar to that for 7B, 1- (3-benzylphenyl)-3- (2- methylthiazol-4-yl)-propane-1,3-dione (7D) was prepared.

FAB MS: m/z 336 (M+1) EXAMPLE 8 1- [3- (2, 6-difluoro-benzyl)-phenyl]-3- (4-methoxy-pyridin-2-yl)-propane-1,3-dione<BR> )

1-f3- (2, 6-difluorobenzyl)-phenyll-ethanone (8A) A suspension of Dibromoethane (0.28 mL, 0.0032 mole) in 35 mL of THF under Argon was treated with activated zinc (10.5g, 0.161 mole) and heated to reflux 2 times for 30 seconds each time. The suspension was then cooled in a salt water ice bath to-8°C and 2,6-Difluorobenzyl bromide (16.8g, 0.081mole) in 20mL of THF was added dropwise. After addition was completed the reaction was allowed to stir at 0°C for 1 hour. In a separate flask was added Bis (dibenzylideneacetone) palladium (3.1g, 0.00537mole), Tri (2-furyl) phosphine (2.5g, 0.0107mole), and 3- iodoacetophenone (13g, 0.0537mole) to 40 mL of THF and cooled to 0°C. The zinc suspension was then cannulated into the 3-iodoacetophenone mixture and the ice bath was removed. After 18 hours the mixture was filtered through a pad of celite and washed several times with EtOAc and then the solvents were removed under reduced pressure. The residue was treated with 150 mL of a saturated aqueous solution of NH4Cl and extracted with EtOAc three times, the combined organic layers were dried over NaS04, filtered and evaporated to give a brown oil. This crude product was flash chromatographed with 15% EtOAc/Hexanes to give 1- [3- (2,6-difluoro-benzyl)- phenyl]-ethanone (8A) as a yellow oil.

Rf=0.56 (15% EtOAc/Hexanes) 'H NMR (400 MHz, CDCl3) 8 7.86 (s, 1H), 7.78 (d, j = 7.6Hz, 1H), 7.45 (d, j = 8.3Hz, 1H), 7.36 (t, j = 7.6Hz 1H), 7.19 (m, 1H), 6.89 (m, 2H), 4.07 (s, 2H), 2.57 (s, 3H) 1-r3-(2z6-difluoro-benzyl)-phenyll-3-(4-methoxy-pyridin-2-yl )-propane-1 3-dione To an oven dried 100 mL round bottomed flask equipped with a stirring bar, septum, argon inlet in THF (3mL) was added 8A (0. 35g, 0.00142 mole), 4-methoxypyridine-2-carboxylic acid methyl ester (0.24g, 0.0014 mole, prepared as

described by R. J. Sundberg et. al. Organic Preparations and Procedures Int., 29 (1), 117- 122 (1997)) and NaOMe (0.15g, 0.0028 mole). After 45 minutes this solution was poured into saturated aqueous Nli4CI and extracted with EtOAc three times. The combined organic layers were dried over NaS04, filtered and evaporated to give a brown syrup. Recrystallized with Et20, then hot petroleum ether to give solids which were filtered and collected in a fritted funnel to give 1- [3- (2, 6-difluoro-benzyl)- phenyl]-3- (4-methoxy-pyridin-2-yl)-propane-1, 3-dione (8B) as a light yellow powder.

'H NMR (400 MHz, CDCl3) 8 8.56 (d, j = 5.7Hz, 1H), 8.04 (s, 1H), 7.97 (b, 1H), 7.74 (s, 1H), 7.70 (b, 1H), 7.41 (m, 2H), 7.19 (m, 1H), 7.02 (b, 1H), 6.89 (m, 2H), 4.11 (s, 2H), 3.98 (s, 3H).

Anal. Calc'd for: C22H17F2NO3 + sadd'10.30 water C, 68.31; H, 4.59; N, 3.62.

Found: C, 68.31; H, 4.57; N, 3.20.

1-(3-Benzyl-phenyl)-3-(4-methoxy-pyridin-2-yl)-propane-ls3-d ione (8C) A suspension of 4B (0.2g, 0.001 mole), NaH (0.08g, 60% dispersion, 0.002 mole) and 4-methoxypyridine-2-carboxylic acid methyl ester (0.167g, 0.0011 mole, prepared as described by R. J. Sundberg et. al. Organic Preparations and Procedures Int., 29 (1), 117-122 (1997)) in 1.5 mL of distilled THF was heated to 40°C for 10 minutes upon which an orange color was observed. The reaction was quenched with NH4CI, extracted with EtOAc and the organic layer was washed with saturated NaCl solution and dried with Na2SO4, filtered and concentrated. The residue was purified by trituration with CH2Cl2/Et2O/pet. Ether to give 1- (3-benzyl-phenyl)-3- (4- methoxy-pyridin-2-yl)-propane-1, 3-dione (8C) as a yellow solid.

'H NMR (300 MHz, CDCl3) 6 8.52 (d, 1H), 7.92 (m, 2H), 7.70 (d, 1H), 7.54 (s, 1H), 7.4-7.2 (m, 7H), 6.95 (dd, 1H), 4.08 (s, 3), 3.94 (s, 3).

Anal. Calc'd for: C22H19NO3 C, 76.50; H, 5.54; N, 4.06.

Found: C, 76.65; H, 5.65; N, 3.95.

1-[3-(2,6-Difluoro-benzyl)-phenyl]-3-(4-methyl-pyridin-2- yl)-propane-1,3-dione(8D)

In a manner similar to that for 8B, using 8A and 3H, 1- [3- (2, 6-difluoro-benzyl)- phenyl]-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione (8D) was prepared.

'H NMR (400 MHz, CDCl3) 6 8.61 (d, j = 5. OHz, 1H), 8.04 (d, j = 6.2Hz, 2H), 7.97 (d, j = 7.0Hz, 1H), 7.69 (s, 1H), 7.38 (m, 3H), 7.19 (m, 1H), 6.89 (m, 2H), 4.11 (s, 2H), 2.50 (s, 3H).

Anal. Calc'd for: C22Hl7F2NO2 + add'l 0. 25 water C, 71.43; H, 4.77; N, 3.79.

Found: C, 71.46; H, 4.89; N, 3.55.

EXAMPLE 9 1-{3-Benzyl-5-[6-(2-morpholin-4-yl-ethylamino)-pyrazin-2-yl] -phenyl}-3-(4-methyl- pyridin-2-yl) (2F)

1- (3-Benzyl-5-bromo-phenvl)-ethanone (9A) To an oven dried 500mL three neck flask with a stirring bar, septum, argon inlet and, and thermometer was added 200 mL of Et20 and (3B) (6.9g. 0.0212 mole). This was cooled to-78° C in a dry ice acetone bath followed by the addition of nBuLi (12.53mL, 0.0278mole, 2.2M) dropwise with a syringe pump. Once addition was completed the pink solution was allowed to stir for 15 minutes at which time N-methoxy-N-methyl acetamide (2.18 mL, 0.0214 mole) was added dropwise.

After addition was completed the ice bath was removed and the reaction was allowed to warm to ambient temperature. After 1 hour the reaction was poured into 100mL of IN HCI, extracted with EtOAc, dried over NaS04, filtered and removed solvent to give (9A) which was taken on.

Rf=0.48 (10% EtOAc/Hexanes) 'H NMR (400 MHz, CDCl3) 6 7.92 (s, 1H), 7.72 (s, 1H), 7.52 (s, 1H), 7.40-7.13 (m, 5H), 4.01 (s, 2H), 2.56 (s, 3H).

2- (3-Benzyl-5-bromo-phenyl)-2-methyl-E 1, 31dioxolane(3-Benzyl-5-bromo-phenyl)-2-methyl-E 1, 31dioxolane (9B) To a solution of 9A (5.25g, 0.0182 mole) in 70 mL of toluene was added ethylene glycol (3.04 mL, 0.0545 mole) and p-TsOH (0.35 g, 0.00182mole) under argon. This was heated to reflux, collecting water formed using a Dean Stark trap, and allowed to stir overnight. Next morning the reaction was poured into saturated NaC03 solution and extracted 2 times with EtOAc, dried over NaS04, filtered and the solvent removed to afford a crude oil. Flash chromatography using 10% EtOAc/Hexanes on silica afforded pure 2- (3-benzyl-5-bromo-phenyl)-2-methyl- [1,3] dioxolane (9B).

Rf=0.55 (10% EtOAc/Hexanes) 'H NMR (300 MHz, CDC13) 6 7.46 (s, 1H), 7.32-7.15 (m, 7H), 4.02 (m, 2H), 3.94 (s, 2H), 3.75 (m, 2H), 1.61 (s, 3H).

1- (3-Benzyl-5-boronic acid-phenyl)-ethanone (9C To an oven dried 250mL three neck flask eqipped with a stirring bar, septum, argon inlet and, and thermometer was added 80 mL of THF and 9B (4.0g.

0.012 mole). This was cooled to-78° C in a dry ice acetone bath followed by the addition of nBuLi (12.0 mL, 0.0264 mole, 2.2M) dropwise with a syringe pump.

Once addition was completed the solution was allowed to stir for 60 minutes at which time B (OMe) 3 (4.04 mL, 0.036 mole) was added dropwise. After addition was completed the ice bath was removed and the reaction was allowed to warm to ambient temperature and stir overnight. Next morning the solution was poured into 75mL of 3N HCI and allowed to stir for 2 hours. The solution was extracted with EtOAc, dried over NaS04, filtered and removed solvent to give (9C) as a white solid which was taken on without further purification.

1-f3-Benzyl-5- (6-bromo-pyrazin-2-yhenyll-ethanone (9D) To a 100 mL flask under argon was combined 9C (2g, 0.00787 mole,) dissolved in a minimum amount of EtOH, 2,6-dibromopyrazine (1.87g, 0.00787 mole prepared in 2 steps starting from commercially available 2-aminopyrazine using the preparation from JACS volume 68, page 400,1946.), Pd (Ph3) 4 (0.39g, 0.00034 mole), and Na2CO3 (1.67g, 0.0157 mole) dissolved in 8 mL of water, in 30 mL of toluene.

This mixture was refluxed for 4 hours and after cooling was poured into 50 mL of water and extracted with EtOAc, dried over NaS04, filtered and evaporated to give a brown oil. This was flashed with column chromatography using 25% EtOAc/Hexanes to give a pure white solid (9D) Rf=0.34 (25% EtOAc/Hexanes) 'H NMR (400 MHz, CDCl3) 6 8.95 (s, 1H), 8.64 (s, 1H), 8.41 (s, 1H), 8.06 (s, I H), 7.91 (s, 1H), 7.34-7.21 (m, 5H), 4.14 (s, 2H), 2.65 (s, 3H).

1-f 3-Benzyl-5-r6-(2-morpholin-4-yl-ethylamino)-pYrazin-2-yll-ph enyl T-ethanone To a solution of (9D) (0. 15g, 0.000408 mole) in 2 mL of dioxane under argon was added N- (2-aminoethyl) morpholine (0.54 mL, 0.00408 mole) and Et3N (0.17 mL, 0.00122 mole). After refluxing overnight the solution was cooled and then poured into water and extracted with EtOAc, dried over NaS04, filtered and evaprorated. Purification using flash chromatography with 2.5% MeOH/CHCl3 (saturated with NH3) to afford pure yellow oil (9E).

Rf=0.33 (2.5% MeOH/CHCl3 saturated with NH3) 'H NMR (300 MHz, CDCl3) 6 8.40 (s, 1H), 8.27 (s, 1H), 8.00 (s, 1H), 7.88 (s, 1H), 7.84 (s, 1H), 7.34-7.21 (m, 5H), 5.29 (b, 1H), 4.12 (s, 2H), 3.75 (m, 4H), 3.53 (m, 2H), 2.67 (m, 2H), 2.64 (s, 3H), 2.52 (m, 4H). <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <P> 1-{3-Benzyl-5-r6-(2-morpholin-4-Yl-ethylamino)-pyrazin-2-yll -phenYl}-3-(4-methyl- pyridin-2-yl)-propane-1,3-dione (9F) In an oven dried flask equipped with a rubber septum and with bubbling argon was dissolved 9E (50 mg, 0.00012 mole) and 3H (37 mg, 0.00024 mole) in 0.5 mL of anhydrous THF. Upon addition of NaOMe (20 mg, 0.00036 mole) the reaction turned a brown color. After 1 hour the reaction was acidified with HOAc to pH 5, concentrated and the residue dissolved in DMSO and purified by HPLC. Solvent was removed from pure fractions to then the yellow residue was taken up in dioxane and this was lyophilized over the weekend to give a light yellow solid (9F).

1H NMR (400 MHz, CDCl3) # 8. 76 (d, j = 5.1 Hz, 1H), 8.49 (s, 1H), 8.31 (s, 1H), 8.11 (s, 1H), 8.05 (s, 1H), 7.97 (s, 1H), 7.87 (s, 1H), 7.59 (s, 1H), 7.46 (d, j = 4.5 Hz, 1H), 7.33 (t, j = 7. 4 Hz, 2H), 7.24 (m, 3H), 4.16 (s, 2H), 4.00 (t, j = 5. 7 Hz, 2H), 3.96 (m, 4H), 3.63 (d, j = 10.7 Hz, 2H), 3.37 (t, j = 5.8 Hz, 2H), 2.96 (b, 2H), 2.56 (s, 3H).

Anal. Calc'd for: C3zH33Ns03 + add'l 1.45 water and 2.50 TFA C, 52.47; H, 4.57; N, 8.27.

Found: C, 52.49; H, 4.03; N, 8.66. <BR> <BR> <BR> <BR> <BR> <BR> <BR> <BR> <P>1-f 3-Benzyl-5- (6-methoxypyridin-2-yl)-phenyll-3- (4-methyl-pyridin-2-yl)-propane- 1,3-dione (9G)

In a manner similar to that for 9F, using 9C and 2-bromo-6- methoxypyridine (prepared from 2,6-dibromopyridine as described in the Journal of Organic Chemistry 55 (1), pgs. 69-73,1990), 1-{3-benzyl-5-[6-(2-morpholin-4-yl- ethylamino)-pyrazin-2-yl]-phenyl}-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione (9G) was prepared.

Anal. Calc'd for: C28H24N203 + add'l 0.25 water C, 76.25; H, 5.60; N, 6.35.

Found: C, 76.21; H, 5.55; N, 6. 20. <BR> <BR> <P>1-r3-Benzyl-5-(6-morpholin-4-yl-pyrazin-2-yl)-pheny ll-3-(4-methYl-pyridin-2-yl) propane-1,3-dione (di-tfa-salt) (9H) In a manner similar to that for 9F, 1-{3-benzyl-5-[6-(2-morpholin-4-yl- ethylamino)-pyrazin-2-yl]-phenyl}-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione (9H) was prepared.

Anal. Calc'd for: C3oH28N403+ add'l 0.55 dioxane and 2.45 TFA C, 76.25; H, 5.60; N, 6.35 Found: C, 76. 21; H, 5.55; N, 6.20. <BR> <BR> <P>1-f3-Benzyl-5- (4-methyl-3,4,5,6-tetrahvdro-2H-f 1, 2'lbipyrazinyl-6'-vl)-phenyll-3- (4- (9I)methyl-pyridin-2-yl)-propane-1,3-dione(di-TFA-salt)

In a manner similar to that for 9F, 1- {3-benzyl-5- [6- (2-morpholin-4-yl- ethylamino)-pyrazin-2-yl]-phenyl}-3- (4-methyl-pyridin-2-yl)-propane-1, 3-dione (9I) was prepared.

Anal. Calc'd for: C3, H3, NsO2+ add'l 1.75 water and 2.45 TFA C, 52.59; H, 4.54; N, 8.52 Found: C 52.58; H, 4.29; N, 8.20.

EXAMPLE 10 1- [3-Benzyl-5- (5-methylpyrazin-2-ylmethyl) phenyl]-3- (5-methylpyrazin-2-yl)- propane-1,3-dione (1OD)

(3-benzyl-5-bromophenyl) (5-methylpyrazin-2-yl) ketone (10A) To a cold (-78 C) solution of 1-benzyl-3, 5-dibromobenzene (3B) (1. 5 g) in diethyl ether (30 mL), a solution of n-BuLi in hexanes (2.5 M, 2.2 mL) was added. The resultant mixture was stirred at-78 C for 1 h and was treated with a solution of N-methoxy-N-methyl-5-methylpyrazine-2-carboxyamide (1.0 g) in diethyl ether (3 mL). The reaction mixture was allowed to warm up slowly to room

temperature and was stirred at that temperature overnight. The product mixture was diluted with ethyl acetate and partitioned with aq. HCI. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 20-40% ethyl acetate in hexane gradient. Collection and concentration of appropriate fractions provided the title pyrazine.

'H NMR (400 MHz, CDC13) 8 9.15 (br s, 1H), 8.53 (br s, 1H), 8.06 (br s, 1 H), 7.86 (br s, 1H), 7.56 (br s, 1H), 7.34-7.18 (m, 5H), 4.40 (s, 2H), 2.70 (s, 3H).

3-Benzyl-5- (5-methylpyrazin-2-ylmethyl)-l-bromobenzene (10B A mixture of (3-benzyl-5-bromophenyl) (5-methylpyrazin-2-yl) ketone (0.73 g) and anhydrous hydrazine (3 mL) in ethylene glycol (7 mL) was heated at 110 C for 5 hr. Excess hydrazine was removed under reduced pressure. The residue ethylene glycol solution was treated with powdered solid KOH (0.5 g) and heated at 140 C under an atmosphere of argon for 4 h. The product mixture was partitioned between benzene and water. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 50% ethyl acetate in hexane. Collection and concentration of appropriate fractions provided the title bromide.

'H NMR (400 MHz, CDCl3) 8 8.38 (br s, 1H), 8.33 (br s, 1H),. (m, 7 H), 7.03 (br s, 1H), 4.04 (s, 2H), 3.91 (s, 2H), 2.54 (s, 3H).

3-Benzyl-5- (5-methylpyrazin-2-yl)(5-methylpyrazin-2-yl) methylacetophenone (1OC) To a mixture of 3-benzyl-5- (5-methylpyrazin-2-ylmethyl)-l- bromobenzene (0.45 g), thallium acetate (0. 37 g), 1,3-bis (diphenylphosphino) propane (0.12 g) and triethylamine (0.71 mL) in DMF (5 mL) in a pressure tube, purged with argon for a period of 10 minutes, palladium acetate (57 mg) and n-butyl vinyl ether (0.77 mL) was added. The reaction tube was sealed and stirred at 100 C overnight.

The reaction mixture was filtered through a bed of Celite, and the filtrate concentrated under vacuum. The residue was dissolved in THF (3 mL) and treated with aq. HCI (3M, 3 mL). The resultant mixture was stirred at rt for 3 hr., diluted with ethyl acetate, basified with aq. sodium bicarbonate. The organic extract was dried over

magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with a 30-50% ethyl acetate in hexane gradient. Collection and concentration of appropriate fractions provided the title ketone.

'H NMR (400 MHz, CDCI3) 6 8.38 (br s, 1H), 8.34 (br s, 1H), 7.69 (br s, 1H), 7.66 (br s, 1H), 7.31-7.15 (m, 6 H), 4.14 (s, 2H), 4.01 (s, 2H), 2.542 (s, 3H), 2.539 (s, 3H). <BR> <BR> <BR> <BR> <BR> <P>I-r3-Benzyl-5- (5-methyll) yrazin-2-ylmethyl) phenyll-3- (5-methylpyrazin-2- 1-<BR> <BR> <BR> propane-1s3-dione (1OD) To a cold (-78 C) solution of 3-benzyl-5- (5-methylpyrazin-2- yl) methylacetophenone (0.336 g) in THF (10 mL), a solution of n-BuLi in hexanes (2.5 M, 1.5 mL) was added. The resultant mixture was stirred at-78 C for 15 minutes and was treated with a solution of N-methoxy-N-methyl-5-methylpyrazine-2- carboxyamide (0.27 g) in THF (3 mL). The reaction mixture was allowed to warm up slowly to room temp in 2 hours. The product mixture was diluted with ethyl acetate and partitioned with aq. HCI. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 50-100% ethyl acetate in hexane gradient. Collection and concentration of appropriate fractions provided the title pyrazine.

'H NMR (400 MHz, CDCl3) 6 9.21 (br s, 1H), 8.52 (br s, 1H), 8.38 (br s, 1H), 8.35 (br s, 1H), 7.79 (br s, 1H), 7.76 (br s, 1H), 7.39 (br s, 1H), 7.31-7.16 (m, 6 H), 4.16 (s, 2H), 4.03 (s, 2H), 2.67 (s, 3H), 2.53 (s, 3H).

EXAMPLE 11 1- [5- (4-Fluoro-benzyl)-2, 3-dimethoxy-phenyl]-3- (4-methyl-pyridin-2-yl)-propane- 1,3-dione (lue)

(3-Bromo-4s5-dimethoxy-phenyl)-(4-fluoro-phenyl)-methanol (llB) To a solution of 5-bromoveratraldehyde (LIA) (2.5g, 10.2 mmol) in 150 mL of distilled THF at 0°C was added slowly 1M 4-fluorophenylmagnesium bromide in THF (25.5mL, 25.5 mmol). The solution allowed to slowly warm to room temperature at which time the solvent was removed in vacuo and the remaining material was partitioned between 10% KHS04 and EtOAc. The combined organic layers were washed with brine, dried over Na2SO4, filtered and evaporated to give a yellow oil that was taken on to the next step without further purification.

Rf=0.11 (10% EtOAc/Hexanes) IH NMR (400 MHz, CDCl3) 6 7.33 (m, 2H), 7.04 (m, 3H), 6.86 (m, 1H), 5.74 (s, 1H), 3.83 (s, 3H), 3.81 (s, 3H).

1-Bromo-2,3-dimethoxy-5-(4-fluorobenzylmethyl)-benzene(11 C) To crude (3-Bromo-4,5-dimethoxy-phenyl)- (4-fluoro-phenyl)- methanol (11B) (2.95g, 8.65 mmol) dissolved in 30 mL anhydrous CH2Cl2 at 0°C under argon was added Et3SiH (3.54mL, 22.2 mmol) and BF3-Et2O (2.27mL, 22.2 mmol). The reaction was then left to stir overnight at room temperature after the ice bath dissipated. The solvent was removed in vacuo and the residue was partitioned between sat. NaHC03 solution and CH2CI2. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a clear oil.

This oil was chromatographed on silica gel using 20% EtOAc in hexanes as the elutant to afford 1-Bromo-2, 3-dimethoxy-5- (4-fluoro-benzylmethyl)-benzene (11C) as a clear oil.

Rf=0.47 (10% EtOAc/Hexanes)

'H NMR (400 MHz, CDCl3) 6 7.12 (m, 2H), 6.93-7.02 (m, 3H), 6.62 (m, 1H), 3.86 (s, 2H), 3.83 (s, 3H), 3.81 (s, 3H).

1-f5- (4-Fluorobenzyl)-2, 3-dimethoxy-phenyll-ethanone (IID) A solution of 2.5 M n-BuLi in hexanes (3. 79mL, 9.48 mmol) was slowly added to 1-bromo-2, 3-dimethoxy-5- (4-fluoro-benzylmethyl)-benzene () (2.50g, 7.69 mmol) dissolved in 45mL distilled THF at-78°C under argon. After aging 30 minutes, N-methoxy-N-methylacetamide (1.1 lmL, 10.8 mmol) was added dropwise. The solution was slowly allowed to warm to room temperature as the dry ice bath dissipated. The reaction was quenched with sat. NH4C1 solution and extracted with EtOAc. The combined organic extracts were washed with brine, dried over Na2SO4, filtered and concentrated to give a yellow oil. This oil was chromatographed on silica gel using 5% EtOAc in hexanes as the elutant to give 1- [5- (4-fluoro-benzyl)- 2,3-dimethoxy-phenyl]-ethanone (11D) as a yellow oil.

Rf=0.25 (10% EtOAc/Hexanes) 'H NMR (400 MHz, CDCl3) 7.12 (m, 2H), 7.05 (m, 1H), 6.92 (m, 2H), 6.81 (m, 1H), 3.90 (s, 2H), 3.88 (s, 3H), 3.83 (s, 3H) 2.61 (s, 3H). <BR> <BR> <BR> <BR> <BR> <BR> <P>1-r5-(4-Fluorobenzyl)-2, 3-dimethoxY-phenyll-3-(4-methYl-pyridin-2-yl) propane-1, 3- dione (11E) In a dried flask under argon was added NaOMe (45mg, 0.83 mmol) to 1- [5- (4-fluoro-benzyl)-2, 3-dimethoxy-phenyl]-ethanone () dissolved in 3 mL distilled THF. After 5 minutes methyl 4-methylpydridine-2-carboxylate (3H) (69mg, 0.46mmol) in THF was added and the reaction was stirred 1.5 hours. The reaction was quenched with water, the pH of the solution was adjusted to 4 using 1N HCI, and the solution was extracted with CHCl3. The combined organic extracts were dried over Na2SO4, filtered, and concentrated to give a yellow oil. The oil was crystallized using Et20 to give 1-[5-(4-fluoro-benzyl)-2,3-dimethoxy-phenyl]-3-(4-methyl- pyridin-2-yl)-propane-1,3-dione () as a yellow solid.

'H NMR (400 MHz, CDCl3) 6 8.54 (m, 1H), 7.96 (m, 1H), 7.58 (m, 1H), 7.23 (m, 2H), 7.15 (m, 2H), 6.99 (m, 2H), 6.80 (m, 1H), 3.94 (s, 2H), 3.89 (s, 3H), 3.84 (s, 3H), 2.44 (s, 3H).

Anal. Calc'd for: C24H22FNO4 0.25 H20 C, 69.97; H, 5.51; N, 3.40.

Found: C, 70.01; H, 5.34; N, 3.19. <BR> <BR> <P>1-f2, 3-Dimethoxy-5- (2-methyl-benzyl)-phenyll-3- (4-methyl-pyridin-2-yl)-propane- 1,3-dione(llF)

In a manner similar to that for 11E, 1- [2, 3-dimethoxy-5- (2-methyl- benzyl)-phenyl]-3- (4-methyl-pyridin-2-yl)-propane-1, 3-dione (llF)(4-methyl-pyridin-2-yl)-propane-1, 3-dione (llF) TFA salt was prepared.

'H NMR (400 MHz, CDC13) 6 8.90 (m, 1H), 8.04 (m, 1H), 7.55 (m, 1H), 7.42 (s, 1H), 7. 25 (m, 1H), 7.18 (m, 3H), 7.10 (m, 1H), 6.83 (m, 1H), 3.99 (s, 2H), 3.90 (s, 3H), 3.826 (s, 3H), 2.61 (s, 3H).

1-[5-(2,6-Difluorobenzyl)-2,3-dimethoxyphenyl]-3-(4-methy lpyridin-2-yl)propane- 1, 3-dione (11G) 4-[1-(2,6-Difluorophenyl)-1-hydroxymethyl]-2-methoxy-phenol To a cold solution (-78 C) of 4-bromoguaiacol (Aldrich) (2.00 g, 9.9 mmol) in 200 mL of Et20 in dried glassware under argon was added dropwise t-BuLi

(26.1 mL, 44.3 mmol, 1.7 M). After 15 minutes, 2,6-difluorobenzaldehyde (1.17 mL, 10.8 mmol) was added dropwise. The reaction was allowed to stir overnight as the dry ice bath dissipated. The reaction was quenched with 10% KHS04 and extracted with EtOAc. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give 4- [1- (2, 6-difluoro-phenyl)-1-hydroxy- methyl]-2-methoxy-phenol as a brownish oil.

4- (2, 6-Difluorobenzyl)-2-methoxyphenol To crude 4- [1- (2, 6-difluorophenyl)-1-hydroxy-methyl]-2-methoxy- phenol (2.62g, 9.9 mmol) dissolved in 30 mL anhydrous CH2Cl2 at O°C under argon was added Et3SiH (3.93mL, 24.6mmol) and BF3-Et2O (3.12mL, 24.6mmol). The reaction was then left to stir overnight at room temperature after the ice bath dissipated. The solvent was removed in vacuo and the residue was partitioned between sat. NaHC03 solution and CH2CI2. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a brown oil.

This oil was chromatographed on silica gel using 5% EtOAc in hexanes as the elutant.

Collection and concentration of appropriate fractions provided 4- (2, 6-difluoro- benzyl)-2-methoxy-phenol as a yellow oil.

Rf=0.33 (10% EtOAc/Hexanes) 'H NMR (400 MHz, CDC13) 8 7.15 (m, 1H), 6.75-6.88 (m, 5H), 4.78 (s, lH), 3.93 (s, 2H), 3.85 (s, 3H).

2-Bromo-4- (2, 6-difluorobenzyl)-6-methoxyphenol To a cooled solution (0 C) of 4- (2, 6-difluorobenzyl)-2-methoxyphenol (590 mg, 2.36 mmol) in 20 mL anhydrous MeOH under argon, bromine (134 pL, 2.59 mmol) was added dropwise. The reaction was stirred 3 hours as the ice bath warmed to room temperature. The reaction was quenched with saturated NH4Cl solution and extracted with EtOAc. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a brown oil. This material was chromatographed on silica gel using 5% EtOAc in hexane as the eluant to give 2- bromo-4- (2, 6-difluorobenzyl)-6-methoxyphenol as a yellow oil.

Rf=0.24 (10% EtOAc/Hexanes) 'H NMR (400 MHz, CDC13) 6 7.18 (m, 1H), 6.98 (m, 1H), 6.88 (m, 2H), 6.74 (m, 1H), 5.76 (s, 1H), 3.90 (s, 2H), 3.87 (s, 3H).

1-Bromo-5- (2, 6-difluorobenzyl)-2, 3-dimethoxybenzene To a chilled solution (0 C) of 2-bromo-4- (2,6-difluorobenzyl)-6- methoxy-phenol (505 mg, 1.53 mmol) in 10 mL dry DMF under argon was added Cs2C03 (1.50 g, 4.60 mmol) and methyl iodide (119uL, 1.92 mmol). The reaction was stirred overnight as the bath warmed to room temperature. The reaction was quenched with saturated NH4Cl solution and extracted with EtOAc. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a brown oil. This oil was chromatographed on silica gel using 10% EtOAc in hexane as the eluant to give 1-bromo-5- (2,6-difluorobenzyl)-2,3- dimethoxybenzene as a yellow oil.

Rf=0.71 (10% EtOAc/Hexanes) 'H NMR (400 MHz, CDCl3) 6 7.19 (m, 1H), 7.00 (s, 1H), 6.89 (m, 2H), 6.77 (s, 1H), 3.92 (s, 2H), 3.83 (s, 3H), 3.81 (s, 3H).

1-r5-(2, 6-Difluoro-benzel)-2, 3-dimethoxy-phenyll-ethanone To a cold (-78 C) solution of 1-bromo-5- (2,6-difluorobenzyl)-2,3- dimethoxybenzene (390 mg, 1.14 mmol) in 6 mL of Et20 in dried glassware under argon was added n-BuLi (500 1L, 1.25 mmol, 2.5 M) dropwise. After 10 minutes N- methoxy-N-methylacetamide (139 1L, 1.36 mmol) was added and the reaction was stirred overnight as the ice bath dissipated. The reaction was quenched with saturated NH4C) solution and extracted with EtOAc. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a brown oil.

This oil was chromatographed on silica gel using 5% EtOAc in hexane as the eluant to give 1- [5- (2,6-difluorobenzyl)-2,3-dimethoxyphenyl] ethanone as a yellow solid.

Rf=0.21 (10% EtOAc/Hexanes) 'H NMR (400 MHz, CDC13) 6 7.18 (m, 1H), 7.10 (m, 1H), 6.96 (m, 1H), 6.88 (m, 2H), 3.97 (s, 2H), 3.85 (s, 6H), 2.59 (s, 3H).

1-[5-(2,6-Difluorobenzyl)-2,3-dimethoxyphenyl]-3-(4-methy lpyridin-2-yl)propane- 1, 3-dione (11G) To a solution of 1- [5- (2,6-difluorobenzyl)-2,3- dimethoxyphenyl] ethanone (48mg, 0.16 mmol) and 5-methyl 4-methylpydridine-2- carboxylate (3H) (52 mg, 0.34 mmol) in THF (2 mL) at room temp., sodium methoxide (19mg, 0.34 mmol) was added The reaction was stirred for 1.5 hours, quenched with water. The pH of the solution was adjusted to 4 using 1N HCI, and the

solution was extracted with CHCI3. The combined organic extracts were dried over Na2SO4, filtered, and concentrated to give a yellow solid. This material was purified over reverse phase HPLC to give 1- [5- (2, 6-difluoro-benzyl)-2, 3-dimethoxyphenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione (11G) as a yellow solid after lyophilization and crystallization from Et20.

'H NMR (400 MHz, CDCl3) 8 8.54 (m, 1H), 7.94 (s, 1H), 7.55 (s, 1H), 7.29 (s, 1H), 7.14-7.23 (m, 2H), 6.95 (s, 1H), 6.89 (m, 2H), 4.00 (s, 2H), 3.87 (s, 3H), 3.86 (s, 3H), 2.44 (s, 3H).

Exact Mass: C24H2lF2NO4 Theor. Mass 426.1511 Meas. Mass 426.1521 EXAMPLE 12 1- (5-Benzyl-2-methoxy-3-morpholin-4-ylmethylphenyl)-3- (4-methyl-pyridin-2- yl) propane-1,3-dione (12H) 4-Benzyl-2,6-dibromophenol (12B) To a solution of 4-hydroxydiphenylmethane (15.3 g, 83 mmol) in glacial acetic acid (200 mL) at room temperature, a solution of bromine (8.6 mL, 167 mmol) in acetic acid (20 mL) was added dropwise over a period of half an hour. The resultant mixture was stirred at room temperature for 3 hr, poured into ice water, and partitioned with toluene. The organic extract was washed successively with 10% aq. sodium hydrogensulfite and brine, dried over sodium sulfate, filtered, and concentrated in vacuo. The residue was subjected to column chromatography on silica gel eluting with 7% ethyl acetate in hexane. Collection and concentration of appropriate fractions provided 4-benzyl-2,6-dibromophenol as a yellow oil.

'H NMR (400 MHz, CDCl3) 6 7.3 (m, 5H), 7.2 (m, 2H), 5.7 (s, 1H), 3.9 (s, 2H).

4-Benzel-2, 6-dibromo-1-methoxvbenzene (12C) To a cold (0 C) solution of 4-benzyl-2,6-dibromophenol (10 g, 29 mmol) in diethyl ether (100 mL), was added a solution of diazomethane in diethyl ether over a period of 20 minutes. The diazomethane solution was prepared by the addition of 1-methyl-3-nitro-1-nitrosoguanidine (8.5 g, 44 mmol) in several portions to a mixture of 40% aq. KOH (100 mL) and ether (50 mL) at 0 C over a period of 15 min. The resultant solution was stirred at room temperature for two days, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 1-2 % ethyl acetate in hexane gradient. Collection and concentration of appropriate fractions provided 4-benzyl-2, 6-dibromo-1- methoxybenzene as a syrup.

'H NMR (400 MHz, CDCI3) 8 7.3 (m, 5H), 7.2 (m, 2H), 3.9 (s, 2H), 3.85 (s, 3H).

5-Benzyl-3-bromo-2-methoxybenzaldehyde (12D) To a cold (-78 C) solution of 4-benzyl-2,6-dibromo-1- methoxybenzene (4.0 g, 11.3 mmol) in 60 mL dry diethyl ether, under an atmosphere of argon, was added n-butyllithium (4.5 mL of a 2.5 M solution in hexanes, 11.3 mmol) over 10 minutes. The solution was stirred at-78 C for 1 hour and then treated with neat N, N-dimethylformamide (0.96 mL, 12.4 mmol). External cooling was removed and the reaction was stirred 2 hours after warming to room temperature. The reaction mixture was then diluted with water and extracted with ethyl acetate (3 times). The combined extracts were washed with brine, dried (MgS04), filtered and concentrated in vacuo to afford the title compound as an oil which was used without further purification.

'H NMR (300 MHz, CDCl3) 8 10.3 (s, 1H), 7.6 (m, 2H), 7.25 (m, 5H), 3.96 (s, 5H).

4-Benzyl-2-bromo-5-bromomethelbenzene (12E) To a cold (0 C) solution of 5-benzyl-3-bromo-2-methoxybenzaldehyde (3.4 g, 11.1 mmol) in 60 mL of methanol was added sodium borohydride (0.42 g, 11. 1 mmol) in several portions. The reaction was stirred 30 minutes at ambient

temperature and then treated with 1M aqueous HCI (20 mL) and stirred 10 minutes.

The mixture was concentrated in vacuo to remove most of the methanol and the residue partitioned between ethyl acetate and water. The layers were separated and the aqueous layer further extracted with ethyl acetate (2 times). The combined organic extracts were washed with brine, dried (MgS04), filtered and concentrated in vacuo to a syrup. 2.4 g (approximately 7.8 mmol) of this crude alcohol was then dissolved in dry THF (80 mL), under an atmosphere of argon, and treated with carbon tetrabromide (3.9 g, 11.8 mmol) followed by triphenylphosphine (3.1 g, 11.8 mmol).

After 30 min Florisil was added to the mixture and the whole concentrated in vacuo to afford a solid which was loaded onto a silica gel column for chromatography. Eluting with a 1-2% ethyl acetate in hexane gradient afforded 4-benzyl-2-bromo-5- bromomethylbenzene (12E) as a syrup.

'H NMR (300 MHz, CDC ! s) 8 7.25 (m, 7H), 4.5 (s, 2H), 3.95 (s, 3H), 3.9 (s, 2H).

4- (5-Benzyl-3-bromo-2-methoxybenzyl) morpholine (12F) To a solution of 4-benzyl-2-bromo-5-bromomethylbenzene (0.5 g, 1.4 mmol) in dry acetonitrile (7 mL) under an atmosphere of argon, was added morpholine (0.59 mL, 6.8 mmol) and the mixture heated at reflux for 20 hours and aged 2 days at ambient temperature. The mixture was concentrated in vacuo and the residue purified by column chromatography on silica gel with a mixture of 1: 50: 49 of methanol: chloroform: NH3 saturated chloroform as eluent to afford 4- (5-benzyl-3- bromo-2-methoxybenzyl) morpholine as a gum.

'H NMR (300 MHz, CDCl3) 8 7.25 (m, 7H), 3.9 (s, 2H), 3.8 (s, 3H), 3.7 (m, 4H), 3.5 (s, 2H), 2.45 (m, 4H).

1- (5-Benzyl-2-methoxy-3-morpholin-4-ylmethylphenyl) ethanone (12G) A thick walled glass pressure vessel was charged with 4- (5-benzyl-3- bromo-2-methoxybenzyl) morpholine (0.45 g, 1.2 mmol), thallium acetate (0.35 g, 1.3 mmol), 1,3-bis (diphenylphosphino) propane (124 mg, 0.3), and dry N, N- dimethylformamide (3 mL). The slurry was purged for 15 minutes with argon and then treated with palladium acetate (68 mg, 0.3 mmol), triethylamine (0.49 ml, 3.6 mmol), and n-butyl vinyl ether (0.78 mL, 6.0 mmol). The pressure vessel was sealed and heated in a 100 C oil bath with magnetic stirring overnight. The dark reaction

mixture was allowed to cool to ambient temperature and filtered through Celite. The filtrate was concentrated in vacuo and the residue diluted with THF (20 mL), treated with 1M aqueous HCI (3 mL), and stirred for 1 hour. The mixture was made basic with saturated aqueous NaHC03 and extracted with diethyl ether (3 times). The combined extracts were washed with brine, dried (MgS04), filtered, and concentrated in vacuo to a brown oil. Purification by column chromatography on silica gel with 1.5% methanol in chloroform afforded 1- (5-benzyl-2-methoxy-3-morpholin-4- ylmethylphenyl) ethanone as a syrup.

'H NMR (400 MHz, CDCl3) 6 7.3 (m, 7H), 3.95 (s, 2H), 3.8 (s, 3H), 3.7 (m, 4H), 3.5 (s, 2H), 2.6 (s, 3H), 2.4 (m, 4H).

1-(5-Benzyl-2-methoxy-3-morpholin-4-almethylphenYI)-3-(4-met hyl-pyridin-2- yl) propane-1,3-dione (12H) To a solution of 1- (5-benzyl-2-methoxy-3-morpholin-4- ylmethylphenyl)-ethanone (89 mg, 0.17 mmol) in dry THF (2 mL) under an atmosphere of argon, was added 4-methylpyridine-2-carboxilic acid methyl ester (3H) (40 mg, 0.26 mmol) and sodium ethoxide (20 mg, 0.29 mmol) in single portions.

The mixture was stirred 1 hour at ambient temperature then diluted with diethyl ether and washed with saturated aqueous NaHC03, brine, dried over MgS04, filtered and concentrated in vacuo to a gum. Purification by preparative HPLC on C18 reverse stationary phase eluting with a water/acetonitrile/trifluoroacetic acid mobile phase afforded the title compound as a lyophilized solid.

'H NMR (400 MHz, CDCl3) 8 8.6 (d, J = 4.9 Hz, 1H), 8.0 (s, 1H), 7.7 (d, J = 2.3Hz, 1H), 7.45 (d, J = 2. 3 Hz, 1H), 7.44 (s, 1H), 7.35 (d, J = 5. 0 Hz, 1H), 7.3-7.2 (m, 5H), 4.3 (s, 2H), 3.9 (br m, 6H), 3.8 (s, 3H), 3.5 (br m, 2H), 2.9 (br m, 2H), 2.5 (s, 3H).

Anal. Calc'd for: C28H3oN204 1.85 CF3CO2H C, 56.87; H, 4.80; N, 4.18 Found: C, 56.90; H, 4.72; N, 3.88.

1- (5-Benzyl-2-isopropoxy-3-pyrrolidin-1-ylmethyl-phenyl)-3- (4-methyl-pyridin-2- yl) propane-1, 3-dione (12I)

In a manner similar to that for 12H, 1- (5-Benzyl-2-isopropoxy-3- pyrrolidin-1-ylmethyl-phenyl)-3- (4-methyl-pyridin-2-yl) propane-1, 3-dione (121) was prepared.

ES MS found = 471.3 m/z [M+1] 1-(5-Benzyl-2-isopropoxy-3-[1,2,4]triazol-1-ylmethylphenyl)- 3-(4-methyl-pyridin-2- yl) propane-1,3-dione(12J) In a manner similar to that for 12H, 1- (5-Benzyl-2-isopropoxy-3- [1,2,4] triazol-1-ylmethylphenyl)-3-(4-methyl-pyridin-2-yl)propane-1 ,3-dione (12J) was prepared.

'H NMR (400 MHz, CDCl3) 8 8.58 (d, J = 4.9 Hz, 1H), 8.30 (s, 1H), 8.03 (s, 1H), 7.97 (s, 1H), 7.60 (d, J = 2.3Hz, 1H), 7.51 (s, 1H), 7.30-7.11 (m, 8H), 5.42 (s, 2H), 4.31 (brm, 1H), 3.95 (s, 2H), 2.46 (s, 3H), 1.24 (d, J = 6.1 Hz, 6H).

EXAMPLE 13 <BR> 1- [5-Benzyl-2- (pyridin-2-yloxy) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione

4-Benzyl-2-bromophenol (13B) To a solution of 4-benzylphenol (10.0 g, 54.3 mmol) in 60 mL of CHCl3 was added bromine (2.9 mL, 56.6 mmol) in 20 mL of CHCl3 over 2 hours.

The reaction was stirred overnight at room temperature. Saturated NaHC03 was added and then extracted with CHC13 three times. The combined organic extracts were washed with brine, dried over MgS04, filtered, and concentrated in vacuo to provide the titled bromide. The product was taken on to the next step without further purification.

'H NMR (400 MHz, CDC13) 5 7.25 (m, 6H), 7.04 (m, 1H), 6.93 (m, 1H), 5.4 (s, 1H), 3.9 (s, 2H) 2- (4-Benzyl-2-bromophenoxy) pyridine (13C) To an oven-dried flask under an argon atmosphere was added sodium hydride (300 mg, 12.5 mmol) and 20 mL of DMSO. To this was added 4-benzyl-2- bromophenol (3.0 g, 11.4 mmol) dropwise and stirred for 10 minutes. This was treated with 2-fluoropyridine (2.0 mL, 23.2 mmol) and heated overnight at 150C. The reaction was treated with 1N HC1 to obtain a pH of 7, and extracted with CHC13 three times. The combined organic layers were washed with water, brine, dried over Na2SO4, filtered and concentrated in vacuo. This residue was chromatographed on silica gel using CHCl3 as eluant to afford 2- (4-benzyl-2-bromophenoxy) pyridine (13C).

'H NMR (400 MHz, CDC13) 8 8.15 (m, 1H), 7.7 (m, 1H), 7.45 (m, 1H), 7.3-7.1 (m, 7H), 6.95 (m, 2H), 4.0 (s, 2H) 1- [5-Benzpyridin-2-yloxy) phenyllethanone (13D)

To an oven-dried flask under an argon atmosphere was added 2- (4- benzyl-2-bromophenoxy) pyridine (1.68 g, 4.93 mmol) and 40mL of anhydrous diethyl ether. The solution was cooled to-78C and n-butyl lithium (2.1 mL of a 2.5M hexane solution, 5.3 mmol) was added dropwise. This was stirred 75 minutes at- 78C, followed by addition of N-methoxy-N-methylacetamide (0.60 mL, 5.9 mmol).

The reaction was warmed to room temperature overnight and then treated with IN HCI to obtain a pH of 7, and extracted with diethyl ether three times. The combined organic layers were washed with brine, dried over Na2SO4, filtered and concentrated in vacuo. This material was chromatographed on silica gel using CHCl3-30% EtOAc/ CHC13 as eluant to afford 1- [5-benzyl-2- (pyridin-2-yioxy) phenyl] ethanone (13D) as an orange gum.

'H NMR (400 MHz, CDC13) 6 8.2 (m, 1H), 7.7 (m, 2H), 7.25 (m, 6H), 7.0 (m, 3H), 4.0 (s, 2H), 2.5 (s, 3H) <BR> <BR> <BR> <BR> <BR> <BR> 1-rS-Benzyl-2-(pYridin-2-YloxY) phenell-3-(4-methylpyridin-2-yl)-propane-1 3-dione<BR> <BR> <BR> <BR> <BR> (13E) To an oven-dried flask under an argon atmosphere was added 1- [5- benzyl-2- (pyridin-2-yloxy) phenyl] ethanone(pyridin-2-yloxy) phenyl] ethanone (300mg, 0.99 mmol) and 15 mL of anhydrous THF. The solution was cooled to-78C and LDA (0.55 mL of a 2.0 M solution in heptane/THF/ethylbenzene, 1.1 mmol) was added dropwise. This was stirred at-78C for 50 minutes, followed by addition of methyl 4-methylpyridine-2- carboxylate (3H) (213 mg, 1.41 mmol). The reaction was warmed to room temperature overnight and then treated with IN HCI to obtain a pH of 9, and extracted with ethyl acetate three times. The combined organic layers were washed with brine, dried over Na2SO4, filtered and concentrated in vacuo. It was purified by preparative HPLC on C18 reverse stationary phase eluted with a water/acetonitrile/TFA mobile phase. Concentration in vacuo, followed by azeotroping twice with benzene afforded <BR> <BR> <BR> 1- [5-benzyl-2- (pyridin-2-yloxy) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione (13E).

'H NMR (400 MHz, CDC13) 6 8.8 (d, J = 5.3 Hz, 1H), 8.25 (m, 1H), 8.0 (s, 1H), 7.85 (d, J = 1.65 Hz, 1H), 7.75 (m, 1H), 7.45 (d, J = 5.1 Hz, 1H), 7.4-7.2 (m, 7H), 7.1 (m, 2H), 6.9 (d, J = 8. 42 Hz, 1H), 4.1 (s, 2H), 2.55 (s, 3H) Anal. Calc'd for: C27H22N203 0.25 benzene and 1.15 TFA C, 64.54; H, 4.34; N, 4.89.

Found: C, 64.56; H, 4.35; N, 4.87.

1-(5-Benzyl-2-fluorophenyl)-3-(4-methelperidin-2-yl) propane-1 3-dione (13F)

1-Benzyl-3-bromo-4-fluorobenzene To a cold (0 °C) solution of 3-bromo-4-fluorobenzaldehyde (25.5 g) in THF (300 mL) under an atmosphere of argon, a solution of phenylmagnesium bromide in diethyl ether (3 M, 45 mL) was added. The resultant solution was stirred at room temp. for 2.5 h, and treated with aq. HCI. The resultant mixture was diluted with ethyl acetate, and neutralized with aq. HCI. The organic extract was dried over magnesium sulfate, filtered, and concentrated under vacuum to provide the intermediate alcohol. Without further purification, to a cold (0 °C) solution of the above crude alcohol (35 g) and triethylsilane (100 g) in dichloromethane (400 mL), boron trifluoride diethyl etherate (24 mL) was added dropwise over a period of 45 min. The resultant mixture was stirred at 0 °C for 1 hr, diluted with dichloromethane, and neutralized with saturated aq. sodium bicarbonate. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluted with hexane. Collection and concentration of appropriate fractions provided the title bromide.

In a manner similar to that for 3I, substituting 3D with the above bromide, 1- (5-benzyl-2-fluorophenyl)-3- (4-methylpyridin-2-yl) propane-1,3-dione (13F) was prepared.

Anal. Calc'd for C22Hl8FNO2.

C, 74.60; H, 5.32; N, 3.92.

Found: C, 74.53; H, 4.85; N, 3.79. 1- (2-Methoxy-5-f 1, 2, 31triazol-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl) propane-<BR> <BR> 1, 3-dione (13G)

In a manner similar to that described for 12C and 19B, 1- [5- (bromomethyl)-2-methoxyphenyl] ethanone was prepared from 1- (2-hydroxy-5- methylphenyl) ethanone (Aldrich) and coupled with 1,2,3 triazole to give a mixture of 1- (2-methoxy-5- [1,2,3] triazol-2-ylmethylphenyl) ethanone and 1- (2-methoxy-5- [1,2,3] triazol-1-ylmethylphenyl) ethanone. 1- (2-Methoxy-5- [1,2,3] triazol-2-ylmethyl- phenyl)-3- (4-methylpyridin-2-yl) propane-1,3-dione (13G) was consequently prepared in a similar manner to that described for 19E using the 1- (2-methoxy-5- [1,2,3] triazol- 2-ylmethylphenyl) ethanone.

Anal. Calc'd for: C19H18N4O3 0.35 C2HF302 0.05 H20 C, 60.48; H, 4.65; N, 14.32.

Found: C, H, 4.70; N, 14.29.

Exact Mass: C19H18N4O3 Theor. Mass 351.1452 Meas. Mass 351.1456 EXAMPLE 14 1- [3-Benzyl-5- (4-methylpiperazin-1-yl) phenyl]-3- (4-methylpyridin-2-yl)-propane-1,3- dione (14E)

1-Azido-3-benzyl-5-bromobenzene (14A) To a cold (-78 C) solution of 1-benzyl-2,5-dibromobenzene (R) (4.0 g, 12.3 mmol) in 90 mL dry diethyl ether, under an atmosphere of argon, was added n- butyllithium (4.9 mL of a 2.5 M solution in hexanes, 12.3 mmol), over 10 minutes.

The solution was stirred at-78 C for 1 hour and then treated with a solution of tosyl azide (2.9 g, 14.7 mmol) in dry ether (25 mL), over 5 minutes. After warming to ambient temperature overnight, the reaction mixture was diluted with water and acidified to pH-5 with 5% aqueous KHS04. The mixture was extracted with ethyl acetate (3 times) and the combined extracts washed with brine, dried (MgS04), filtered and concentrated in vacuo to afford an oily solid. Purification by column chromatography on silica gel with hexane as the eluent afforded 1-azido-3-benzyl-5- bromobenzene as a light brown oil.

H NMR (400 MHz, CDCl3) 6 7.2 (m, SH), 7.1 (m, IH), 7.0 (m, 1H), 6.8 (m, 1H), 3.9 (s, 2H).

3-Benzyl-5-bromoaniline (14B) A solution of 1-azido-3-benzyl-5-bromobenzene (2.4 g, 8.2 mmol) in 75 mL methanol was degassed under an atmosphere of argon, treated with 5% platinum an charcoal catalyst and hydrogenated in a Parr shaker at 40 p. s. i. for 2 hours. The mixture was degassed under argon, filtered through Celite and the filtrate concentrated in vacuo to a syrup. Purification by column chromatography on silica gel, with 15% ethyl acetate in hexane as the eluent, afforded 3-benzyl-5-bromoaniline as a light brown syrup.

'H NMR (300 MHz, CDC13) 8 7.25 (m, 5H), 6.74 (m, 1H), 6.68 (m, 1H), 6.4 (m, 1H), 3.8 (s, 2H), 3.7 (br s, 2H).

1- (3-Benzyl-5-bromophenyl)-4-methylpiperazine (14C) A mixture of 3-benzyl-5-bromoaniline (1.0 g, 3.8 mmol) and Mechlorethamine hydrochloride (0.73 g, 3.8 mmol) in dry n-butanol (40 mL) was heated to reflux under an argon atmosphere for 2 days. Upon cooling to ambient temperature, a solid precipitated from solution. The solid was collected by filtration, washed with diethyl ether (2 times), and air dried. This material was then partitioned between CH2Cl2 and saturated aqueous NaHC03. The layers were separated and the aqueous layer extracted with CH2C12 (2 times). The combined CH2CI2 extracts were dried (MgS04), filtered and concentrated in vacuo to afford 1- (3-benzyl-5- bromophenyl)-4-methylpiperazine as a colorless syrup without further purification.

'H NMR (400 MHz, CDC13) 8 7.25 (m, 5H) 6.9 (m, 1H), 6.8 (m, 1H), 6.65 (m, 1H), 3.9 (s, 2H), 3.2 (m, 4H), 2.55 (m, 4H), 2.3 (s, 3H) 1- [3-Benzyl-5- (4-methylpiperazin-1-yl) phenyllethanone (14D) A thick walled glass pressure vessel was charged with 1- (3-benzyl-5- bromo-phenyl)-4-methylpiperazine (0.51 g, 1.5 mmol), thallium acetate (0.43 g, 1.6 mmol), 1,3-bis (diphenylphosphino) propane (150 mg, 0.36), and dry N, N- dimethylformamide (3 mL). The slurry was purged for 15 minutes with argon and then treated with palladium acetate (80 mg, 0.36 mmol), triethylamine (0.61 ml, 4.5 mmol), and n-butyl vinyl ether (0.96 mL, 7.4 mmol). The pressure vessel was sealed and heated in a 100 C oil bath with magnetic stirring overnight. The dark reaction mixture was allowed to cool to ambient temperature and filtered through Celite. The filtrate was concentrated in vacuo and the residue diluted with THF (10 mL), treated with 1M aqueous HCI (6 mL), and stirred for 2 hours. The mixture was made basic with saturated aqueous NaHC03 and extracted with ethyl acetate (3 times). The combined extracts were washed with brine, dried (MgS04), filtered, and concentrated in vacuo to a brown gum. Purification by column chromatography on silica gel with 3.5% methanol in chloroform as eluent afforded 1- [3-benzyl-5- (4-methylpiperazin-1- yl) phenyl] ethanone as a brown solid.

'H NMR (400 MHz, CDCl3) 6 7.4 (m, 1H), 7.25 (m, 6H), 7.0 (m, 1H), 4.0 (s, 2H), 3.2 (m, 4H), 2.57 (m, 4H), 2.55 (s, 3H), 2.35 (s, 3H) 1-[3-Benzyl-5-(4-methylpiperazin-1-yl)phenyl]-3-(4-methylpyr idin-2-yl)-propane-1,3- dione (14E) To a solution 1-[3-benzyl-5-(4xmethylpiperazin-1-yl)phenyl]ethanone (155 mg, 0.5 mmol) in dry THF (5 mL) under an atmosphere of argon, was added 4- methylpyridine-2-carboxilic acid methyl ester (3H) ( 113 mg, 0.75 mmol) and sodium ethoxide (58 mg, 0.85 mmol) in single portions. The mixture was stirred 1 hour at ambient temperature, diluted with 1M aqueous HCI (0.8 mL), and concentrated in vacuo to a gum. Purification by preparative HPLC on C18 reverse stationary phase eluting with a water/acetonitrile/trifluoroacetic acid mobile phase afforded the title compound as a lyophilized solid.

'H NMR (400 MHz, CDCl3) 8 8.7 (d, J = 5.0 Hz, 1H), 8.1 (s, 1H), 7.6 (s, 1H), 7.5 (m, 2H), 7.4 (d, J = 5. 1 Hz, 1H), 7.35-7.2 (m, 5H), 6.9 (s, 1H), 4.0 (s, 2H), 3.7 (br m, 4H), 3.4 (br m, 2H), 3.0 (br m, 2H), 2.9 (s, 3H), 2.5 (s, 3H).

Anal. Calc'd for: C27H29N302 1.60 CF3CO2H C, 59.46; H, 5.06; N, 6.89 Found: C, 59.31; H, 5.32; N, 6.75.

EXAMPLE 15 1- (6-Benzyl-3-oxo-3,4-dihydro-2H-benzo [1,4] oxazin-8-yl)-3- (4-methylpyridin-2- yl) propane-1,3-dione (15E)

4-Benzvl-2-bromo-6-nitro-phenol (15A) To a solution of 4-benzyl-2-bromophenol (13A) (25.8g, 98 mmol) in glacial acetic acid (230 mL) was added a solution of concentrated nitric acid (6.2 mL,

98 mmol) in glacial acetic acid (35 mL) over a period of 1 hour. After stirring an addition 2 hours the reaction mixture was poured over ice, aged 15 minutes, and then the pH adjusted to-5 with concentrated NH40H. The mixture was extracted with ethyl acetate (3 times) and the combined extracts washed with brine, dried (MgS04), filtered, and concentrated in vacuo to a red oil. Purification by column chromatography on silica gel with 30% CH2CI2 in hexane as the eluent afforded 4- benzyl-2-bromo-6-nitro-phenol as a yellow syrup.

'H NMR (300 MHz, CDC13) 6 11.0 (s, 1H), 7.9 (m, 1H), 7.7 (m, 1H), 7.3 (m, 3H), 7.2 (m, 2H), 4.0 (s, 2H).

2-Amino-4-benzyl-6-bromophenol (15B) A solution of 4-benzyl-2-bromo-6-nitrophenol (8.65 g, 28 mmol) in ethanol (100 mL) was degassed under an atmosphere of argon, treated with glacial acetic acid (8 mL) and 5% platinum on charcoal catalyst. The mixture was hydrogenated in a Parr shaker at 43 p. s. i. for 1 hour and then degassed under argon, filtered through Celite, and the filtrate concentrated in vacuo to a brown solid and used without further purification.

'H NMR (400 MHz, CDC13) 8 7.2 (m, 5H), 6.7 (d, J = 1.9 Hz, 1H), 6.5 (d, J = 1.9 Hz, 1H), 5.8-4.2 (br s, 2H), 3.8 (s, 2H).

6-Benzyl-8-bromo-4H-benzof 1, 41oxazin-3-one (15C) To a cold (0 C) mixture of 2-amino-4-benzyl-6-bromophenol (4.0 g, 14.4 mmol), benzyl triethyl ammonium chloride (3.28 g, 14.4 mmol), and NaHC03 4.84 g, 57.6 mmol) in CHC13, was added a solution of chloroacetyl chloride (1.38 mL, 17.3 mmol) in CHC13 (20 mL) over 30 minutes. The mixture was maintained at 0 C for lhour and then heated in a 55 C oil bath for 5 hours. After standing overnight at ambient temperature the mixture was concentrated in vacuo and the residue diluted with deionized water (100 mL). The resulting gummy solid was washed with water (4 times 100 mL), air dried, then washed with diethyl ether. Drying in vacuo afforded the title compound, an off white solid, which was used without further purification.

'H NMR (400 MHz, CDC13) 8 8.0 (br s, 1H), 7.25 (m, SH), 7.05 (d, J = 1.5 Hz, 1H), 6.5 (d, J = 1. 5 Hz, 1H), 4.7 (s, 2H), 3.9 (s, 2H).

8-Acetyl-6-benzel-4H-benzoFl4loxazin-3-one (15D) A thick walled glass pressure vessel was charged 6-benzyl-8-bromo- 4H-benzo [1,4] oxazin-3-one (0.64 g, 2.0 mmol), thallium acetate (0.58 g, 2.2 mmol), 1,3-bis (diphenylphosphino)-propane (206 mg, 0.5 mmol), palladium acetate (112 mg, 0.5 mmol), and dry N, N-dimethylformamide (4 mL). The slurry was purged for 15 minutes with argon and then treated with triethylamine (0.82 ml, 6.0 mmol), and n- butyl vinyl ether (1.0 mL, 7.7 mmol). The pressure vessel was sealed and heated in a 100 C oil bath with magnetic stirring overnight. The dark reaction mixture was allowed to cool to ambient temperature and filtered through celite. The filtrate was concentrated in vacuo and the residue diluted with THF (20 mL), treated with 1M aqueous HCl (6 mL), and stirred for 1 hour. The mixture was diluted with water and extracted with ethyl acetate (3 times). The combined extracts were washed with brine, dried (MgS04), filtered, and concentrated in vacuo to a brown gum.

Purification by column chromatography on silica gel with a 30%-40% ethyl acetate in hexane gradient afforded the title compound as a white solid.

'H NMR (400 MHz, CDCl3) 8 7.8 (br s, 1H), 7.25 (m, 4H), 7.2 (m, 2H), 6.7 (d, j= 2.0 Hz, 1H), 4.7 (s, 2H), 3.9 (s, 2H), 2.6 (s, 3H).

1-f6-Benzyl-3-oxo-3, 4-dihydro-2H-benzof 1, 41oxazin-8-yl)-3- (4-methylvridin-2- yl) propane-1,3-dione (15E) To a solution of 8-acetyl-6-benzyl-4H-benzo [1,4] oxazin-3-one (150 mg, 0.5 mmol) in dry THF (5 mL) under an atmosphere of argon, was added 4- methylpyridine-2-carboxilic acid methyl ester (3H) (120 mg, 0.79 mmol) and sodium ethoxide (122 mg, 1.8 mmol) in single portions. The mixture was stirred 4 hours at ambient temperature, diluted with water and acidified to pH-2 with 1M aqueous HCI. The mixture was extracted with ethyl acetate (3 times), the combined extracts washed with brine, dried (MgSO4), filtered, and concentrated in vacuo to a pale yellow solid. Recrystallization from CHCl3/hexane afforded the title compound as a beige solid.

'H NMR (400 MHz, CDC13) 8 8.6 (d, J = 4.8 Hz, 1H), 8.0 (s, 1H), 7.7 (s, 1H), 7.6 (s, 1H), 7.5 (d, J = 1.6 Hz, 1H), 7.25 (m, 6H), 6.65 (d, J = 1.7 Hz, 1H), 4.75 (s, 2H), 3.95 (s, 2H), 2.45 (s, 3H).

Anal. Calc'd for: C24H2oN204 0.35 H20 C, 70.87; H, 5.13; N, 6.89 Found: C, 70.79; H, 5.13; N, 6.51.

EXAMPLE 16 <BR> 1- (3-Benzyl-5- [1,2,4] triazol-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3- dione (16C) 3-Benzyl-5- [1 2, 41triazol-1-ylmethyl-1-bromobenzene[1 2, 41triazol-1-ylmethyl-1-bromobenzene (16A) A mixture of sodium hydride (132 mg, 60% dispersion in mineral oil, washed with hexane) and 1,2,4-triazole (228 mg) in DMF was stirred at room temperature for 10 min. The resultant mixture was treated with a solution of 3- benzyl-5-bromobenzyl bromide in DMF. The reaction mixture was stirred at room temperature over night. The product mixture was concentrated under vacuum and the residue partitioned between ethyl acetate and aqueous ammonium chloride. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The crude triazole product was used for next step without further purification.

'H NMR (400 MHz, CDCl3) 8 8.07 (s, 1H), 8.01 (s, 1H), 7.31-7.21 (m, 5H), 7.12 (d, J = 7.1 Hz, 2H), 7.0 (s, 1H), 5. 26 (s, 2H), 3.92 (s, 2H).

3-Benzyl-5-E 1 2, 41triazol-1-ylmethylacetophenone (16B) To a mixture of 3-benzyl-5- [1,2,4] triazol-1-ylmethyl-1-bromobenzene (0.7 g), thallium acetate (0.62 g), 1,3-bis (diphenylphosphino) propane (0.22 g) and triethylamine (1.18 mL) in DMF (4 mL) in a pressure tube, purged with argon for a period of 10 minutes, palladium acetate (95 mg) and n-butyl vinyl ether (1.4 mL) was

added. The reaction tube was sealed and stirred at 100 °C overnight. The reaction mixture was filtered through a bed of Celite, and the filtrate concentrated under vacuum. The residue was dissolved in THF (5 mL) and treated with aqueous HCI (3 M, 4 mL). The resultant mixture was stirred at rt for 3 hr., diluted with ethyl acetate, basified with aqueous sodium bicarbonate. The organic extract was dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluting with 50% ethyl acetate in hexane. Collection and concentration of appropriate fractions provided the title ketone.

'H NMR (400 MHz, CDCl3) 8 8.38 (br s, 1H), 7.87 (br s, 1H), 7.80 (br s, 1H), 7.69 (br s, 1H), 7.36-7.2 (m, 4H), 7.16 (d, J = 6.7Hz, 2H), 5.38 (s, 2H), 4.0 (s, 2H), 2.58 (s, 3H). <BR> <BR> <BR> <BR> <BR> <BR> <P>1- (3-Benzyl-5-f 1, 2, 41triazol-1-ylmethylphenyl)-3- (4-methylpvridin-2-yl)-propane-1, 3- dione (16C) A solution of 3-benzyl-5- [1,2,4] triazol-1-ylmethylacetophenone (6E) (60 mg) and methyl 4-methylpyridine-2-carboxylate () (62 mg) in THF (3 mL) under an atmosphere of argon was treated with sodium ethoxide (21mg). The resultant mixture was stirred at room temperature for 4 hours, and was quenched with saturated aqueous ammonium chloride and partitioned with ethyl acetate. The organic extract was washed with brine, dried over magnesium sulfate, filtered, and concentrated under vacuum. The residue was triturated with 50% ethyl acetate in hexane. Filtration and collection of the solid provided the title compound.

'H NMR (400 MHz, CDC13) 8 8.56 (d, J = 4.9 Hz, 1H), 8.07 (s, 1H), 7.98 (d, J = 6.05 Hz, 2H), 7.90 (s, 1H), 7.82 (s, 1H), 7.49 (s, 1H), 7.31-7.17 (m, SH), 7.16 (d, J = 6.96, 2H), 5.36 (s, 2H), 4.04 (s, 2H), 2.45 (s, 3H).

Anal. Calc'd for C25H22N402.0.25 H20 C, 72.35; H, 5.47; N, 13.50.

Found: C, 72.30; H, 5.68; N, 13.49. <BR> <BR> <BR> <P>1-(3-Benzel-5-imidazol-1-ylphenyl)-3-(4-methylpyrid in-2-yl)-propane-1, 3-dione<BR> <BR> <BR> <BR> <BR> (16D)

In a manner similar to that for 16C, 1- (3-Benzyl-5-imidazol-1- ylphenyl)-3- (4-methylpyridin-2-yl)-propane-1, 3-dione (16D) was prepared.

Anal. Calc'd for C26H23N302. 0. 35 H2O C, 75.10; H, 5.75; N, 10.11.

Found: C, 75.07; H, 5.62; N, 10.03.

1-(3-Benzyl-5-[1,2,3]triazol-1-ylmethylphenyl)-3-(4-methy lpyridin-2-yl)-propane-1,3- dione (16E) In a manner similar to that for 16C, 1- (3-Benzyl-5- [1,2,3] triazol-1- ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3-dione (16E) was prepared.

Anal. Calc'd for C25H22N402.0.20 H20 C, 72.51; H, 5.45; N, 13.53.

Found: C, 72.46; H, 5.14; N, 13.40.

1-(3-Benzyl-5-[1,2,3]triazol-1-ylmethylphenyl)-3-(6-chlor opyridin-2-yl)-propane-1,3- dione (16F)

In a manner similar to that for 16C, 1- (3-Benzyl-5- [1,2,3] triazol-1- ylmethylphenyl)-3- (6-chloropyridin-2-yl)-propane-1, 3-dione (16F) was prepared.

'H NMR (400 MHz, CDCl3) 8 8.07 (d, J = 7.7 Hz, 1H), 7.88-7.82 (m, 3H), 7.73 (br s, 1H), 7.50-7.16 (m, 9H), 5.61 (s, 2H), 4.05 (s, 2H).

1-(3-Benzyl-5-tetrazol-1-ylmethylphenyl)-3-(4-methylpyrid in-2-yl)-propane-1,3-dione (16G) In a manner similar to that for 16C, 1- (3-Benzyl-5-tetrazol-l- ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1, 3-dione (16G) was prepared.

Anal. Calc'd for C25H2lN502.0.25 EtOAc C, 69.26; H, 5.35; N, 16.16.

Found: C, 69.40; H, 5.11; N, 16.04. <BR> <BR> <P>1- (3-Benzyl-5-f 1, 2, 31triazol-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1, 3- dione (16H)

In a manner similar to that for 16C, 1- (3-Benzyl-5- [1,2,3] triazol-2- wasprepared.ylmethylphenyl)-3-(4-methylpyridin-2-yl)-propane -1,3-dione(16H) Anal. Calc'd for C25H22N4O2.1. 4 TFA & 0.15 H20 C, 67.54; H, 4.99; N, 12.21.

Found: C, H, 4.93; N, 12.10. <BR> <BR> <P>1- (3-Benzyl-5-tetrazol-2-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3-dione In a manner similar to that for 16C, 1- (3-Benzyl-5-tetrazol-2- ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1,3-dione (161) was prepared.

Anal. Calc'd for C25H21N5O2.0. 15 EtOAc & 0.45 H20 C, 68.27; H, 5.38; N, 16.18.

Found: C, 68.22; H, 5.27; N, 16.13.

1- (3-Benzyl-5-pvrrolof2, 31pyridin-1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)- propane-1,3-dione(16J)

In a manner similar to that for 16C, 1- (3-Benzyl-5-pyrrolo [2,3] pyridin- 1-ylmethylphenyl)-3- (4-methylpyridin-2-yl)-propane-1, 3-dione (6I) was prepared.

'H NMR (400 MHz, CDCl3) 8 8.56 (d, J = 5 Hz, 1H), 8.34 (dd, J = 1.5,3.8 Hz, 1H), 7.97 (br s, 1H), 7.93 (dd, J = 1.3,7.7 Hz, 1H), 7.81 (d, J = 6.4 Hz, 2H), 7.46 (s, 1H), 7.24-7.07 (m, 9H), 6.49 (br s, 1H), 5.53 (s, 2H), 3.98 (s, 2H), 2.45 (s, 3H). <BR> <BR> <BR> <P>1-(3-Benzyl-5-indazol-1-ylmethyl) phenyl-3-(4-methylpyridin-2-yl) propane-1 3-dione<BR> <BR> <BR> <BR> <BR> (16K)

In a manner similar to that for 16C, 1- (3-benzyl-5-indazol-1-ylmethyl)- phenyl-3- (4-methylpyridin-2-yl) propane-1,3-dione (16K) was prepared.

Anal. Calc'd for C30H25N3O2 C, 78.41; H, 5.48; N, 9.14.

Found: C, 78.98; H, 5.53; N, 9.17. <BR> <BR> <P>1-(3-Benzyl-5-pyrazol-1-ylmethyl) phenyl-3-(4-methylpyridin-2-yl) propane-1, 3-dione<BR> (16L) In a manner similar to that for 16C, 1- (3-benzyl-5-pyrazol-1-ylmethyl)- phenyl-3- (4-methylpyiidin-2-yl) propane-1,3-dione (16L) was prepared.

'H NMR (400 MHz, CDCl3) 88.70 (br d, 1H), 8.04 (s, 1H), 7.88 (s, 1H), 7.80 (s, 1H), 7.60 (s, 1H), 7.50 (s, 1H), 7.42 (s, 1H), 7.41 (s, 1H), 7.36 (br d, 1H), 7.31-7.15 (m, 3H), 6.31 (br s, 1H), 5.37 (s, 2H), 4.03 (s, 2H), 2.51 (s, 3H).

1-(3-Benzyl-5-[1,2,3]triazolo[4,5,b]pyridin-1-ylmethyl)ph enyl-3-(4-methylpyridin-2- yl)-propane-13-dione (16M)

In a manner similar to that for 16C, 1- (3-benzyl-5- [1,2,3] triazolo [4,5, b]-pyridin-1-ylmethyl) phenyl-3- (4-methylpyridin-2-yl) propane- 1,3-dione (16M) was prepared. lH NMR (400 MHz, CDCI3) 88.74 (br d, 1H), 8.57 (d, 1H), 7.99 (s, 1H), 7.90 (m, 2H), 7.61 (d, 1H), 7.49 (s, 1H), 7.34-7.08 (m, 8H), 5.89 (s, 2H), 3.99 (s, 2H), 2.46 (s, 3H). <BR> <BR> <BR> <BR> <P>1-f3-Benzyl-5- (3-methyl-2, 6-dioxo-3, 6-dihydro-2H-pyrimidin-1-ylmethyl) phenyll-3- (4-methylpyridin-2-yl) propane-1 3-dione (16N) In a manner similar to that for 16C, 1- [3-benzyl-5- (3-methyl-2,6- dioxo-3,6-dihydro-2H-pyrimidin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2- yl) propane-1,3-dione (16N) was prepared.

'H NMR (400 MHz, CDCl3) 88.74 (br d, 1H), 8.04 (s, 1H), 7.99 (s, 1H), 7.82 (s, 1H), 7.47 (br d, 1H), 7.38 (br d, 1H), 7.30-7.11 (m, 6H), 5.77 (br s, 1H), 5.16 (s, 2H), 4.03 (s, 2H), 3.38 (s, 3H), 2.51 (s, 3H).

1-[3-Benzl-5-(2-oxo-1,2-dihydro-2H-pyrimidin-1-ylmethyl)p henyl]-3-(4- methylpyridin-2-yl)propane-1,3-dione(16O)

In a manner similar to that for 16C, 1- [3-benzyl-5- (2-oxo-1,2-dihydro- 2H-pyrimidin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione (160) was prepared.

'H NMR (400 MHz, CDCl3) #8. 70 (br d, 1H), 8.27 (s, 1H), 8.05 (s, 1H), 7.90-7.87 (m, 3H), 7.52 (s, 1H), 7.38-7.16 (m, 7H), 6.51 (br d, 1H), 5.15 (s, 2H), 4.05 (s, 2H), 2.51 (s, 3H).

1-(3-Benzyl-5-purin-9-ylmethyl)phenyl-3-(4-methylpyridin- 2-yl)propane-1,3-dione (16P)

In a manner similar to that for 16C, 1- (3-benzyl-5-purin-9-ylmethyl)- phenyl-3- (4-methylpyridin-2-yl) propane-1,3-dione (16P) was prepared.

Anal. Calc'd for C28H23N502 C, 64.57; H, 5.46; N, 11.77.

Found: C, 64.53; H, 5.11; N, 11.40.

1-[3-Benzyl-5-(1,1-dioxoisothiazolidin-2-ylmethyl)phenyl] -3-(4-methylpyridin-2-yl)- propane-1, 3-dione (16Q)

In a manner similar to that for 16C, 1- [3-benzyl-5- (1, 1-dioxo- isothiazolidin-2-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione (16Q) was prepared.

HRMS. Calc'd for C26H27N204S (M+1) 463.1649.

Found: 463.1686.

1-(3-Benzyl-5-(1,1-dioxoisothiazinan-2-ylmethyl)phenyl]-3 -(4-methylpyridin-2-yl)- propane-1, 3-dione (16R)

In a manner similar to that for 16C, 1- [3-benzyl-5- (1, 1-dioxothiazinan- 2-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1, 3-dione (16R) was prepared.

Anal. Calc'd for C27H28N204S C, 68.04; H, 5.92; N, 5.88.

Found: C, 67.70; H, 5.64; N, 5.64.

1-(3-Benzyl-5-(1,1-dioxo-[1,2,6]-thiadiazinan-2-ylmethyl) phenyl]-3-(4- methpyridin-2-yl) propane-1, 3-dione (16S) In a manner similar to that for 16C, 1- [3-benzyl-5- (1, 1-dioxo- [1,2,6]- thiadiazinan-2-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione (16S) was prepared.

Anal. Calc'd for C26H27N304S 0.4 TFA C, 61.53; H, 5.28; N, 8.03.

Found: C, 61.64; H, 4.81; N, 7.79.

1-(3-Benzyl-5-(2-oxo-2H-pyrimidin-1-ylmethyl)phenyl]-3-(p yridin-2-yl)propane-1,3- dione (16T)

In a manner similar to that for 16C, 1- [3-benzyl-5- (2-oxo-2H- pyrimidin-1-ylmethyl)phenyl]-3-(pyridin-2-yl-propane-1,3-dio ne (16T) was prepared.

Anal. Calc'd for C26H21N3O3 C, 58. 51; H, 4.65; N, 7.69.

Found: C, 58.56; H, 4.45; N, 7.30. <BR> <BR> <BR> <BR> <P>1-f 3-Benzyl-5- (1, 1-dioxotetrahydrothiophen-2-ylmethyl) phenyll-3- (4-methylpyridin- 2-yl) propane-1,3-dione (16U) In a manner similar to that for 16C, 1-[3-benzyl-5-(1,1-dioxotetra- hydrothiophen-2-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione (16U) was prepared.

HRMS. Calc'd for C27H28NO4S (M+1) 462.1713.

Found: 462.1734.

1-[3-Benzyl-5-(1,1-dioxotetrahydrothiophen-2-ylmethyl)-2- isopropoxyphenyl]-3-(4- methylpyridin-2-yl) propane-1, 3-dione (16V)

In a manner similar to that for 16C, 1- [3-benzyl-5- (1, 1- dioxotetrahydro-thiophen-2-ylmethyl)-2-isopropoxyphenyl]-3- (4-methylpyridin-2- yl) propane-1,3-dione (16V) was prepared.

HRMS. Calc'd for C3oH34NO5 (M+1) 520.2160.

Found: 520.2152.

1-[3-Benzyl-5-(1,3-dimethyl-2,3,6,1-tertrahydro-2,6-dioxo purin-9-ylmethyl)phenyl]- 3-(4-methylpyridin-2-yl)propane-1,3-dione(16W)

In a manner similar to that for 16C, 1- [3-benzyl-5- (1, 3-dimethyl- yl) propane-1,3-dione (16W) was prepared.

Anal. Calc'd for C3oH27NsO4 C, 62.14; H, 5.02; N, 12.08.

Found: C, 62.40; H, 4.76; N, 11.68. <BR> <BR> <BR> <BR> <BR> <P>1-f 3-Benzyl-5- (6-dimethylaminopurin-7-ylmethyl) phenyl1-3- (4-methylpyridin-2-yl)- propane-1, 3-dione (16X) In a manner similar to that for 16C, 1- [3-benzyl-5- (1, 3-dimethyl- yl) propane-1,3-dione (16X) was prepared.

Anal. Calc'd for C3oH28N602 C, 53.41; H, 3.92; N, 10.71.

Found: C, 53.77; H, 3.69; N, 10.31.

1-[3-Benzyl-5-(4-methyl-5-thioxo-3-trifluoromethyl-4,5-di hydro-[1,24]-triazol-1- ylmethyl)phenyl]-3-(4-methylpyridin-2-yl)propane-1,3-dione(1 6Y)

In a manner similar to that for 16C, 1- [3-benzyl-5- (4-methyl-5-thioxo- <BR> <BR> 3-trifluoromethyl-4, 5-dihydro-[1, 24]-triazol-1-ylmethyl) phenyl]-3-(4-methylpyridin- 2-yl)-propane-1,3-dione (16Y) was prepared.

Anal. Calc'd for C27H23F3N402S C, 51.67; H, 3.57; N, 8.03.

Found: C, 51.74; H, 3.51; N, 7.86.

1-[3-Benzyl-5-(3,7-dimethyl-3,7-dihydro-2,6-dioxopurin-1- ylmethyl)phenyl]-3-(4- methylpyridin-2-yl)propane-1,3-dione(16Z)

In a manner similar to that for 16C, 1- [3-benzyl-5- (3, 7-dimethyl-3,7- dihydro-2,6-dioxopurin-1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3- dione (16Z) was prepared.

Anal. Calc'd for C3oH27N504

C, 58.98; H, 5.47; N, 10.00.

Found: C, 59.04; H, 5.20; N, 9.99.

1-[3-Benzyl-5-(2-oxo-2H-pyridin-1-ylmethyl)phenyl]-3-(4-m ethylpyridin-2- yl)propane-1,3-dione(16AA)

In a manner similar to that for 16C, 1- [3-benzyl-5- (2-oxo-2H-pyridin- 1-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1, 3-dione (16AA) was prepared.

Anal. Calc'd for C29H26N203 C, 58.75; H, 4.52; N, 4.23.

Found: C, 58.98; H, 4.54; N, 4.14.

'H NMR (400 MHz, CDCl3) 8 1-[3-Benzyl-5-([1,2,3]triazolo[4,5-b]pyridinyl-2-ylmethyl)ph enyl]-3(4- methylpyridin-2-yl) propane-1, 3-dione (16AB)

In a manner similar to that for 16C, 1- [3-benzyl-5- ( [1,2,3] triazolo [4,5- b] pyridinyl-2-ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1, 3-dione (16AB) was prepared.

'H NMR (400 MHz, CDCl3) 88.73 (d, 1H), 8.69 (d, 1H), 8.39 (d, 1H), 8.07 (s, 1H), 8.04 (s, 1H), 7.88 (s, 1H), 7.51 (s, 1H), 7.45 (s, 1H), 7.38 (m, 2H), 7.26-7.12 (m, 6H), 5.95 (s, 2H), 4.01 (s, 2H), 2.52 (s, 3H).

EXAMPLE 17 1- (3-Benzylphenyl)-3- (4H- [1,2,4] triazol-3-yl) propane-1,3-dione (17D) 4-trityl-4H-F1z2, 41triazole-3-carboxylic acid ethyl ester (17B) A suspension of 4H- [1,2,4] triazole-3-carboxylic acid ethyl ester (17A) (0.25g, 0.002 mole, prepared by the method of P. Vemisletti et. al. J. Heterocyclic Chem in 10 mL of DMF was treated with diisopropylethylamine (0.67 mL, 0.004 mole) followed by trityl bromide (0.63g, 0.002 mole) and stirred overnight at room temperature. The suspension was poured into H20 and extracted with EtOAc three times, the combined organic layers were dried over Na2SO4, filtered and

evaporated to give 4-trityl-4H- [1,2,4] triazole-3-carboxylic acid ethyl ester (17B) contaminated with some trityl bromide. The mixture was taken on to the next step.

'H NMR (400 MHz, CDCl3) 6 7.3 (m, 20H), 7.1 (m, 8H), 4.45 (q, 2H), 1.4 (t, 3H).

1- (3-benzylphenvl)-3-(4-trityl-4H-r1,(3-benzylphenvl)-3-(4-tri tyl-4H-r1, (17C) To an oven dried three necked round bottomed flask with a stirring bar, septum, argon inlet was added THF (1.2 mL) and 4B (1- (3-benzyphenyl) ethanone 0.074g, 0.00035 mole. The reaction was treated with NaOEt (0.052g 0.0007 mole).

To this well stirred solution was added 17B (0.13g, 0.00035 mole,). This solution was aged 60 min then quenched with a solution of NH4CI. The mixture was diluted with EtOAc and the layers separated. The aqueous layer was extracted further with EtOAc and the organic layers were combined. Drying (Na2SO4), filtration and removal of the solvent in vacuo gave crude 1- (3-benzylphenyl)-3- (4-trityl-4H- [1,2,4] triazol-3- yl) propane-1,3-dione (17C) that was taken on to the next step.

'H NMR (400 MHz, CDCl3) 8 7.8 (m, 2H), 7.4-7.0 (m, 16H), 4.0 (s, 2H).

1-(3-benzylphenyl)-3-(4H-[1,2,4]triazol-3-yl)propane-1,3- dione(17D) To an oven dried three necked round bottomed flask with a stirring bar, septum, argon inlet and thermometer was added 17C (0.13g, 0.00024 mole) and trifluoroacetic acid (4 mL). The reaction was cooled to 0°C and to this well stirred solution was added EtSiH (0.045 mL, 0.00024 mole). The reaction was warmed to room temperature. After 45 min the reaction was quenched with a saturated solution of NaHC03. The mixture was diluted with EtOAc and the layers separated. The aqueous layer was extracted further with EtOAc and the organic layers were combined. Drying (Na2SO4), filtration and removal of the solvent in vacuo to gave crude product that was purified by HPLC and lyophilized from dioxane to give pure 1- (3-benzylphenyl)-3- (4H- [1,2,4] triazol-3-yl) propane-1,3-dione (L7D).

'H NMR (400 MHz, CDCl3) 8 8.8 (bs, 1H), 7.92 (s, 1H), 7.85 (m, 7H), 7.5 (m, 3H), 7.3-7.1 (m, 4H), 7.2 (s, lH), 7.08 (s, 2H).

Anal. Calc'd for: ClsHl5N302 2 dioxane

C, 69.92; H, 5.18; N, 13.01.

Found: C, 70.03; H, 4.65; N, 12.45.

Exact Mass calc. 306.1237, fnd. 306.1251.

EXAMPLE 18 1- (3-Benzylphenyl)-3- (3-isopropoxypyridin-2-yl)-propane-1,3-dione(18D) 3-Isopropoxypicolinic acid (18B) Into a 20 mL flame dried round bottom flask equipped with a nitrogen inlet, magnetic stirring bar and reflux condenser was placed 10 mL THF and 2- propanol (2g, 33.3 mmol). To this was added sodium metal (0.761g, 33 mmol) and the mixture stirred until all the sodium was dissolved, after which 3-chloropicolinic acid (lg, 6.3 mmol) was added and the mixture refluxed for 18 hr. The reaction was cooled and the solvent removed in vacuo. Water was added the pH adjusted to 7.0 by the addition of 10% HCI. The water was then removed in vacuo and the residue stirred vigorously with 3 X 50 mL 10% MeOH/CH2Cl2. The organic extracts were combined and the solvent removed to afford 3-isopropoxypicolinic acid (L8B).

'H NMR (400 MHz, d6-DMSO) 8 7.91 (d, j = 4 Hz, 1H), 7.26 (d, j = 8.4 Hz, 1H), 7.08 (m, 1H), 4.55 (m, 1H), 1.21 (d, j = 6 Hz, 6H).

3-Isopropoxypicolinic acid methyl ester (18C) 3-Isopropoxypicolinic acid (0.35g, 1.9 mmol) and 140 mL MeOH where mixed in a 250 mL flame dried round bottomed flask equipped with a reflux condenser, magnetic stirring bar and nitrogen inlet. To this solution was added thionyl chloride (1.15g, 9.7 mmol) dropwise. After the addition, the reaction was heated to

reflux for 48 hr., cooled and the solvent removed in vacuo. The resulting residue was partitioned between ethyl acetate/Na2CO3 saturated H20 and extracted. The combined organic extracts were washed with H2O, brine, dried over anhydrous sodium sulfate, filtered and the solvent removed to give 3-isopropoxypicolinic acid methyl ester 'H NMR (400 MHz, CDC13) 8 8.22 (d, j = 4Hz, 1H), 7.29 (m, 2H), 4.60 (m, 1H), 3.97 (s, 3H), 1.29 (d, j = 6 Hz, 6H).

1- (3-Benzylphenyl)-3- (3-isopropoxypyridin-2-yl)-propane-1, 3-dione (18D) 1- (3-benzylphenyl) ethanone (4B) (O. lg,. 48 mmol) was dissolved in 5 mL THF in a 20 mL round bottomed flask fitted with a magnetic stirring bar and nitrogen inlet. To this solution was added sodium ethoxide (0.128g, 1.9 mmol) followed by 3-isopropoxypicolinic acid methyl ester (0.19g,. 97 mmol). After stirring lhr., the reaction was quenched by the addition of 10 mL water and extracted with ethyl acetate. The combined organic extracts were washed with H20, brine, dried over anhydrous sodium sulfate, filtered and the solvent removed. The product was purified by preparative HPLC to yield 1- (3-benzylphenyl)-3- (3-isopropoxypyridin-2-yl)- propane-1,3-dione (18D) as the TFA salt.

'H NMR (400 MHz, CDC13) 8 8.75 (d, j = 3.6 Hz, 1H), 7.89-7.98 (m, 2H), 7.81 (s, 2H), 7.42-7.50 (m, 2H), 7.38 (s, 1H), 7.16-7.35 (m, SH), 4.91 (m, 1H), 4.07 (s, 1H), 1.52 (d, j = 6Hz, 6H) ES MS: m/z 374 (M+1) 1- (3-Benzylphenyl)-3-(3-propoxypyridin-2-yl)-propane-193-dione (3-Benzylphenyl)-3-(3-propoxypyridin-2-yl)-propane-193-dione (18E)

In a manner similar to that for 18D, 1- (3-benzylphenyl)-3- (3- propoxypyridin-2-yl)-propane-1, 3-dione (18E) was prepared.

ES MS: m/z 374 (M+1) EXAMPLE 19 1-(3, 5-Bis-pvrazol-1-ylmethyl-phenyl)-3-(4-methyl-peridin-2-yl)-p ropane-1, 3-dione<BR> (19E) 1-Bromo-3,5-bis-bromomethyl-benzene(19B) To a solution of 1-bromo-3, 5-dimethylbenzene (19A)(5.00g, 0.027 mole) in 50 mL of CCl4 was added N-bromosuccinimide (9.6g, 0.054 mole) and benzoyl peroxide (0.18g, 1.35 mmol). The reaction was refluxed for 4 hours. The reaction was cooled, filtered, and the solvent was removed in vacuo to give a clear yellow oil. This material was chromatographed on silica gel using 100% hexanes as the eluant to give 1-bromo-3,5-bis-bromomethyl-benzene (19B) as a white solid.

Rf=0.21 (100% hexanes) 1-Bromo-3,5-(bis-pyrazol-1-ylmethyl)-benzene(19C)

K2CO3 (3.99g, 28.9 mmol) was added to a flame dried containing a solution of pyrazole (1.79g, 26.3 mmol) dissolved in 60 mL anhydrous CH3CN. After 15 minutes 1-bromo-3,5-bis-bromomethyl-benzene (19B) (3. 0g, 8. 75 mmol) in CH3CN was added and the resulting mixture was stirred overnight at room temperature. The reaction was quenched with saturated NH4C1 solution and extracted with EtOAc. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a yellow oil. This material was chromatographed on silica gel using 60% EtOAc in hexanes as the eluant to give 1- bromo-3,5- (bis-pyrazol-1-ylmethyl)-benzene (120 as a white solid.

Rf=0.42 (60% EtOAc/hexanes) 'H NMR (400 MHz, CDCl3) 6 7.55 (m, 2H), 7.39 (m, 2H), 7.23 (m, 2H), 6.94 (m, 1H), 6.30 (m, 2H), 5.26 (s, 4H).

1- (3, 5-Bis-pyrazol-1-ylmethyl-phenyl)-ethanone (19D) In a dried sealable pressure tube under argon was dissolved 1-bromo- 3,5- (bis-pyrazol-1-ylmethyl)-benzene (19C) (140mg, 0.47 mmol) in 3 mL DMF. TEA (131TL, 0.94 mmol), butyl vinyl ether (3031l1, 2. 35 mmol), thallium acetate (136mg, 0.54 mmol), 1,3-bisdiphenylphosphinopropane (48mg, 0.12 mmol), and palladium acetate (21mg, 0.09 mmol) were then added. The tube was tightly capped and the mixture was left to stir at 100°C for 48 hours. After cooling to room temperature the mixture was filtered through a thin celite pad washing with DMF and the solvent was removed in vacuo. The crude was dissolved in 10 mL THF and 3 mL of 1N HCI was added. The reaction was diluted with NaHC03 after 1 hour and extracted with EtOAc. The combined organic extracts were washed with brine, dried over Na2SO4, filtered, and concentrated to give a yellow oil. This material was chromatographed on silica gel using 80% EtOAc in hexanes as the eluant to give 1- (3, 5-bis-pyrazol-1- ylmethyl-phenyl)-ethanone (19D) as a yellow oil.

Rf=0.31 (80% EtOAc/hexanes) 'H NMR (400 MHz, CDCl3) 8 7.69 (m, 2H), 7.56 (m, 2H), 7.41 (m, 2H), 7.21 (m, 1H), 6.30 (m, 2H), 5.34 (s, 4H), 2.52 (s, 3H).

1-(3,5-Bis-pyrazol-1-ylmethyl-phenyl)-3-(4-methyl-pyridin -2-yl)-propane-1,3-dione (19E) NaOMe (42mg, 0.78 mmol) was added to a dried flask under argon containing a solution of 1- (3, 5-bis-pyrazol-1-ylmethyl-phenyl)-ethanone (19D)

dissolved in 2.5 mL distilled THF. 5-methyl 4-methylpydridine-2-carboxylate () (119 mg, 0.78mmol) in THF was added and the reaction was stirred 1.5 hours. The reaction was quenched with water, the pH of the solution was adjusted to 4 using 1N HCI, and the solution was extracted with CHCl3. The combined organic extracts were dried over Na2SO4, filtered, and concentrated to give a yellow oil. The oil was crystallized from Et20 to give 1- (3, 5-bis-pyrazol-1-ylmethyl-phenyl)-3- (4-methyl- pyridin-2-yl)-propane-1,3-dione (L9E) as a yellow solid. lH NMR (400 MHz, CDC13) 8 8.57 (m, 1H), 7.99 (m, 1H), 7.85 (m, 2H), 7.69 (m, 1H), 7.56 (m, 2H), 7.49 (s, 1H), 7.41 (m, 2H), 7.16 (m, 1H), 6.30 (m, 2H), 5.36 (s, 4H), 2.46 (s, 3H).

Anal. Calc'd for: C23H2lN502 0.55 CH3CN 0.05 H20 C, 68.44; H, 5.41; N, 16.56.

Found: C, 68.81; H, 5.25; N, 16.29.

1- (4-Methyl-pyridin-2-yl)-3- (3-pyrazol-1-ylmethyl-phenyl)-propane-1,3-dione (19F) In a manner similar to that for 19E, except that 3-bromobenzyl bromide was used instead of 19B, 1- (4-Methyl-pyridin-2-yl)-3- (3-pyrazol-1-ylmethyl- phenyl)-propane-1,3-dione (19F) TFA salt was prepared.

Anal. Calc'd for: ClgHl7N302. TFA 0.20 H20 C, 57.72; H, 4.24; N, 9.62.

Found: C, 57.72; H, 4.23; N, 9.37.

1-(4-Methyl-pyridin-2-yl)-3-(3-pyrrol-1-ylmethyl-phenyl)- propane-1,3-dione(19G)

In a manner similar to that for 19E (except that in the second step NaH was used as the base in DMF), 1- (4-methyl-pyridin-2-yl)-3- (3-pyrrol-1-ylmethyl- phenyl)-propane-1,3-dione (19G) was prepared.

Anal. Calc'd for: CzoHlgN202 0.15 hexanes C, 75.76; H, 6.12; N, 8.46.

Found: C, 76.05; H, 5.99; N, 8.50.

1-(4-Methyl-pyridin-2-yl)-3-(3-tetrazol-2-ylmethyl-phenyl )-propane-1,3-dione(19H) In a manner similar to that for 19E, 1- (4-methyl-pyridin-2-yl)-3- (3- tetrazol-2-ylmethyl-phenyl)-propane-1,3-dione (19H) was prepared.

Anal. Calc'd for: Ci7Hl5N502 0.35 H20 0.50 TFA C, 56.20; H, 4.25; N, 18.21.

Found: C, 56.22; H, 4.27; N, 18.05. <BR> <BR> <P>1- (4-Methyl-pyridin-2-yl)-3- (3-f 1, 2, 31triazol-2-ylmethyl-phenyl)-propane-1, 3-dione In a manner similar to that for 19E, 1- (4-methyl-pyridin-2-yl)-3- (3- [1,2,3] triazol-2-ylmethyl-phenyl)-propane-1, 3-dione (12t) was prepared.

Anal. Calc'd for: C18H16N4O2 0.15 TFA 0.15 H2O C, 64.61; H, 4.87; N, 16.47.

Found: C, 64.69; H, 4.82; N, 16.29.

1- [3- (3-Methyl-pyrazol-1-ylmethyl)-phenyl]-3- (4-methyl-pyridin-2-yl)-propane-1,3- dione and 1- [3- (5-Methyl-pyrazol-1-ylmethyl)-phenyl]-3- (4-methyl-pyridin-2-yl)- propane-1,3-dione(19J)

In a manner similar to that for 19E, 1- [3- (3-Methyl-pyrazol-l- ylmethyl)-phenyl]-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione and 1- [3- (5-Methyl- pyrazol-1-ylmethyl)-phenyl]-3- (4-methyl-pyridin-2-yl)-propane-1, 3-dione (99) was prepared.

Anal. Calc'd for: C2oHl9N302. TFA C, 58.12; H, 4.61; N, 9.24.

Found: C, 58.15; H, 4.53; N, 9.19.

1- (4-Methyl-pyridin-2-yl)-3- (3- [1,2,3] triazol-2-ylmethyl-5-[1, 2,3] triazol-1-ylmethyl phenyl)-propane-1,3 dione (19K)

In a manner similar to that for 19E, 1- (4-methyl-pyridin-2-yl)-3- (3- [1,2,3] triazol-2-ylmethyl-5- [1,2,3] triazol-1-ylmethyl phenyl)-propane-1, 3 dione (19K) was prepared.

Anal. Calc'd for: C21H19N7O2 0.20 Et20 C, 61.90; H, 5.09; N, 23.56.

Found: C, 62.73; H, 4.97; N, 23.59 1- (3, 5-Bis-pyrrol-1-ylmethyl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1, 3-dione<BR> (19L) In a manner similar to that for 19E, 1- (3, 5-bis-pyrrol-1-ylmethyl- phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione (19L) was prepared.

Anal. Calc'd for: C25H23N302 0.05 Et20 0.50 H20 C, 73.79; H, 5.90; N, 10.24.

Found: C, 73.72; H, 5.74; N, 10.48.

1- (3-Indazol-1-ylmethyl-phenvl)-3- (4-methyl-pyridin-2-yl)-propane-1, 3-dione (19M) In a manner similar to that for 19E, 1- (3-indazol-1-ylmethyl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione (19M) was prepared.

Anal. Calc'd for: C23H19N3O2 C, 74.78; H, 5.18; N, 11.37.

Found: C, 74.48; H, 5.03; N, 11.16.

1-(3,5-Bis-pyrazol-1-ylmethylphenyl)-3-pyridin-2-yl-propa ne-1,3-dione(19O)

In a manner similar to that described for 19E [except that methyl picolinate (TCI-US) was used instead of 5-methyl 4-methylpydridine-2-carboxylate (3H)], 1- (3, 5-bis-pyrazol-1-ylmethylphenyl)-3-pyridin-2-yl-propane-1,3-d ione (190) was prepared.

'H NMR (400 MHz, CDCl3) 8 8.72 (m, 1H), 8.15 (m, 1H), 7.85 (m, 3H), 7.41-7.56 (m, 6H), 7.17 (m, 1H), 6.30 (m, 2H), 5.36 (s, 4H).

Anal. Calc'd for: C22Hl9N502 0.05 EtzO 0.40 H20 C, 67.27; H, 5.06; N, 17.67.

Found: C, 67.27; H, 4.96; N, 18.02.

Exact Mass: C22H, 9N502 Theor. Mass 386.1611 Meas. Mass 386.1609 <BR> <BR> <BR> <BR> 1- (4-Methylpvridin-2-yl)-3- (3-pyrazol-1-ylmethyl-5-f 1,2,41triazol-1-ylmethylphenyl)- propane-1,3-dione (19P)

In a manner similar to that for 19E (except that in the second step a 1: 1 molar ratio of pyrazole and 1,2,4-triazole replaced the amount of pyrazole used), 1- (4- methyl-pyridin-2-yi)-3- (3-pyrazol-1-ylmethyl-5- [1,2,4] triazol-1-ylmethylphenyl)- propane-1,3-dione (19P) was prepared.

'H NMR (400 MHz, CDCl3) 8 8.57 (m, 1H), 8.10 (m, 1H), 7.99 (m, 2H), 7.90 (m, 2H), 7.57 (m, 1H), 7.50 (m, 1H), 7.43 (m, 1H), 7.22 (m, 1H), 6.32 (m, 1H), 5.38 (s, 4H), 2.46 (s, 3H).

Anal. Calc'd for: C22H2oN602 0.65 H20 0.10 Et20 C, 64.12; H, 5.20; N, 20.03.

C, 64.04; H, 5.09; N, 20.05. <BR> <BR> <BR> <P>1-f3, 5-Bis (3, 5-dimethylpyrazol-1-ylmethyl) phenyll-3- (4-methylpyridin-2-yl)-propane-<BR> <BR> <BR> <BR> <BR> 1, 3-dione (19Q) In a manner similar to that for 19E, 1- [3,5-bis (3,5-dimethylpyrazol-1- ylmethyl) phenyl]-3- (4-methylpyridin-2-yl) propane-1,3-dione (19Q) was prepared.

Anal. Calc'd for C27H29N502.1.49 TFA C, 54.18; H, N, 10.19.

Found: C, 54.18; H, 4.48; N, 10.33.

1-(3,5-Bis-pyrazol-1-ylmethylphenyl)-3-pyrimidin-2-yl-pro pane-1,3-dione(19R)

To a solution of 19D (0.35 g, 1.25 mmol) and 5L (0.173 g, 1.25 mmol) in THF (7 mL) was added sodium methoxide (0.135 g, 2.50 mmol). After stirring at room temperature under argon for one hour, the resultant dark yellow mixture was poured into a saturated solution of ammonium chloride. The mixture was extracted three times with ethyl acetate. The organic extract was dried over sodium sulfate, filtered and concentrated to give a dark brown sticky solid. This material was triturated with toluene and white solids precipitated. The solid was collected by filtration to give 19R.

1H NMR (400 MHz, DMSO) 5 9.07-9.05 (d x d, j = 1.0 Hz, 4.9 Hz, 2 H), 7.87 (m, 4 H), 7.74-7.71 (t, j = 4.9 Hz, 1H), 7.56 (s, 1H) 7.48 (m, 2H), 7.38 (s, 1H), 6.29-6.28 (t, j = 2. 1 Hz, 2H), 5.44 (s, 4H).

Anal. Calc'd for C2lHl8N602 + 0.30 water. C, 64.37; H, 4.79; N, 21.45.

Found: C, 64.54; H, 4.67; N, 21.09.

ES MS M+1 = 387.1560.

1-(3 *5-Bis-pyrazol-1-ylmethylphenyl)-3-(4-methelpyrimidin-2-yl) propane-1, 3-dione<BR> (19S) In a manner similar to the preparation of 19R, 19S was synthesized.

1H NMR (400 MHz, CDCl3) å 8.77-8.76 (d, J = 5.0 Hz, 1 H), 7.83 (s, 2 H), 7.57 (d, J = 1.8 Hz, 1H), 7.52 (s, 1H), 7.42 (d, J = 2. 2 Hz, 2H), 7.28-7.27 (m, 2H), 7.20 (s, 1H), 6.62-6.31 (t, J = 2.1 Hz, 2H), 5.35 (s, 4H), 2.68 (s, 3H).

ES MS M+1 = 401.1718.

1- (3, 5-Bis-pyrazol-1-ylmethyl-phenyl)-3-(1H-imidazol-2-vl) propane-1, 3-dione(3, 5-Bis-pyrazol-1-ylmethyl-phenyl)-3-(1H-imidazol-2-vl) propane-1, 3-dione (19T) Ethyl 3,5-Bis-pyrazol-1-ylmethylbenzoate To a solution of 1- [3-bromo-5- (lH-pyrazol-1-ylmethyl) benzyl]-lH- pyrazole (19C) (0.44 g, 1.39 mmol) in EtOH in a high pressure reaction vessel (40 mL) was added triethylamine (1 mL) and triphenylphosphine palladium chloride (0.487 g, 0.69 mmol). Following addition, the vessel was closed and filled with CO gas up to 100 p. s. i.. The reaction was stirred for 3 days at 100 °C, then it was cooled to room temperature and filtered through a a pad of celite. The celite pad was washed several times with ethyl acetate. The solution was concentrated under vacuum and the resultant residue was partitioned between water and EtOAc. The organic layer was then dried over sodium sulfate, filtered and concentrated. This was purified by flash chromatography on silica gel (hexane/ethyl acetate) to give a clear oil.

MS M+l= 311.1.

3,5-Bis-pyrazol-1-ylmethylbenzoic acid To a solution of ethyl 3,5-bis-pyrazol-1-ylmethylbenzoate (0.31 g, 1.00 mmol) in THF (15 mL) was added 1 N sodium hydroxide (3.01 mL). Methanol was added to make the mixture homogenous. After 3 hours the solution was acidified and the aqueous layer was extracted with ethyl acetate two times, the organic layer was

dried over sodium sulfate, filtered and concentrated to give title acid as a pure white solid.

MS M+l= 283.1 3,5-Bis-pyrazol-1-ylmethylbenzoyl chloride A solution of 3,5-bis-pyrazol-1-ylmethylbenzoic acid (1.0 g, 3.54 mmol) in thionylchloride was stirred for three hours at which time the solvent was removed. This residue was concentrated from benzene three times to afford the acid chloride.

1H NMR (400 MHz, DMSO) 8 7.85 (s, 2H), 7.66 (s, 2 H), 7.48 (s, 2 H), 7.36 (s, 1 H), 6.28 (s, 2 H), 5.38 (s, 4 H).

1- (2-Trimethylsilanyl-ethoxymethyl)-lH-imidazole To a solution of imidazole (2.5g, 36.72 mmol) in THF (150 ml) was added sodium hydride (2.5 g, 60% dispersion in mineral oil, 62.8 mmol) at 0 °C.

After stirring for 10 minutes [2- (chloromethoxy) ethyl] (trimethyl) silane (9.24 g, 9.81 mL, 55.45 mmol) was added to the mixture. The suspension was stirred for four hours. The mixture was poured into water and extracted with diethyl ether. The ethereal extract was dried over sodium sulfate, filterd, and concentrated under vacuum. Flash chromatography on silica gel with 3% methanol/chlorform afforded title compound as yellow oil.

1H NMR (400 MHz, CDC ! s) 5 7.61 (s, 1H), 7.12 (s, 1 H), 7.06 (m, 1 H), 5.29 (s, 2 H), 3.51-3.47 (t, j = 8.2 Hz, 2 H), 0.94-0.90 (t, 8.2 Hz, 2 H), 0.00 (s, 9H).

1-fl- (2-Trimethylsilanylethoxymethyl)-1H-imidazol-2-yllethanone To a cold (-78 °C) solution of 1-(2-trimethylsilanyl-ethoxymethyl)-lH- imidazole (2.2g, 11.09 mmol) in THF (75 ml) under argon, n-butyl lithium (5.77 ml of 2.5 M in hexanes) dropwise. N-Methoxy-N-methylacetamide (1.25 g, 12.2 mmol) was then added dropwise after the reaction had aged for one hour. The reaction was then allowed to warm to room temperature. The solution was poured into a aqueous solution of ammonium chloride and extracted with ethyl acetate two times. The organic extract was combined, dried over sodium sulfate, filtered, and concentrated.

This residue was flash chromoatographed on silica gel eluting with ethyl acetate/hexanes to give title ketone.

1H NMR (400 MHz, CDCl3) 8 7.32 (d, j = 0.9 Hz, 1H), 7.22 (d, j = 0.9 Hz 1 H), 5.8 (s, 2 H), 3.61-3.57 (t, j = 7. 6 Hz, 2 H), 2.70 (s, 3 H) 0.97-0.93 (t, j = 7. 6 Hz, 2 H), 0.00 (s, 9H). <BR> <BR> <P>1-f3, 5-Bis (lH-pyrazol-1-ylmethyl) phenyll-3- (1- ( f2- (trimethylsilyl) ethoxylmeth<BR> lH-imidazol-2-yl)-1, 3-propanedione.

To a solution of 1- [1- (2-trimethylsilanyl-ethoxymethyl)-lH-imidazol- 2-yl] ethanone (0.526 g, 1.75 mmol) in THF (10 mL) under argon was added dropwise a solution of potassium tert-butoxide (2.2 mL, 1M). After 10 minutes of stirring at 0 °C, a solution of 3,5-bis-pyrazol-1-ylmethyl-benzoyl chloride in THF was added dropwise and the reaction was allowed to warm to room temperature and concentrated under vacuum. The residue was purified by reverse phase HPLC. Collection and lyophilization of appropriate fractions afforded title compound as a brown oil.

1H NMR (400 MHz, CDCl3) â 11.97 (b, 1H), 7.93 (s, 2 H), 7.62-7.61 (m, 2 H), 7.54 (s, 2 H), 7.50 (s, 1 H) 7.43 (s, 1 H), 7.25 (s, 2H), 6.34 (d, j = 1.8 Hz, 2H), 5.96 (s, 2H), 5.41 (s, 4H), 3.70-3.66 (t, j = 8.3 Hz, 2H), 1.02-0.98 (t, j = 8.2 Hz, 2H), 0.01 (s, 9H).

1- (3, 5-Bis-pvrazol-1-vlmethelphenvl)-3-(lH-imidazol-2-vl) propane-1,(3, 5-Bis-pvrazol-1-vlmethelphenvl)-3-(lH-imidazol-2-vl) propane-1, 3-dione (19T) A solution of 1- [3,5-bis (lH-pyrazol-1-ylmethyl) phenyl]-3-(1-{ [2- (trimethylsilyl) ethoxy] methyl}-lH-imidazol-2-yl)-1, 3-propanedione (10 mg, 0.02 mmol) in 8: 1 acetic acid/water (0.4 ml) was heated under reflux for two hours. The solvent was removed under reduced pressure. The residue was dissolved in DMSO and purified by reverse phase HPLC.

1H NMR (400 MHz, CDCl3) 8 7.94 (s, 2H), 7.58-7.54 (m, 3 H), 7.42-7.37 (m, 3 H), 7.23-7.14 (m, 2 H), 6.29 (s, 2 H) 5.32 (s, 4H). <BR> <BR> <P>1- (3, 5-Bis-pyrazol-1-ylmethyl-phenvl)-3- (l-methyl-lH-imidazol-4-yl) propane-1, 3- dione (19U)

In a manner similar to that described for 19E [except that methyl 1- methyl-lH-imidazole-4-carboxylate was used instead of 5-methyl 4-methylpydridine- 2-carboxylate (3H)], 1- (3, 5-bis-pyrazol-1-ylmethylphenyl)-3- (l-methyl-IH-imidazol- 4-yl)-propane-1, 3-dione (19U) was prepared.

1H NMR (400 MHz, CDCl3) å 8.11 (s, 1H), 7.99 (s, 1H), 7.86 (d, 2H), 7.76 (d, 2H), 7.47 (d, 2H), 7.31 (s, 1H), 7.02 (s, 1H), 6.28 (br s, 2H), 5.41 (s, 4H), 3.76 (s, 3H).

EXAMPLE 20 1- (4-Methyl-pyridin-2-yl)-3- (3-pyrimidin-2-ylmethyl-phenyl)-propane-1, 3-dione (TFA salt) (20C) 2-(3-Bromo-benzyl)-pyrimidine (20A) 3-bromobenzyl bromide (lg, 0.00402 mole) was added to a mixture of ZnCu couple (0.39g, 0.00603 mole) and N, N-dimethylacetamide (0.75mL) in 10 mL of toluene under argon. This was heated at 75°C for 2.5 hours followed by cooling to room temperature and the addition of dichloro-bis (triphenylphosphine) palladium (0.14g 0.000201 mole) and 2-bromopyrimidine (0.43g, 0.0027 mole) in 1.5 mL of toluene. After stirring for two hours the reaction was poured into 10 mL of water and extracted 3 times with EtOAc. The combined organic layers were dried with NaS04, and filtration and concentration gave crude material. Flash chromatography starting

with 20% EtOAc/hexanes and eluting pure compound with 50% EtOAc/hexanes afforded (20A).

Rf=0.27 (40% EtOAc/Hexanes) 'H NMR (400 MHz, CDCI3) 8 8.69 (d, j = 4.8 Hz, 2H), 7.51 (s, 1H), 7.35 (d, j = 7.9 Hz 1H), 7.28 (t, j = 7.0 Hz, 1H), 7.19-7.13 (m, 2H), 4.26 (s, 2H).

1- (3-Pyrimidin-2-ylmethyl-phenyl)-ethanone (20B) To a pressure tube containing 4mL of DMF with bubbling argon was added 20A (0.75g, 0.00301 mole), triethylamine (1.68 mL, 0.0120 mole), butyl vinyl ether (1.95 mL, 0.0151 mole), TI (OAc) 2 (0.87g, 0.00331 mole), 1,3- bisdiphenylphosphino)-propane (0.33g, 0.000812 mole), and Pd (OAc) 2 After stirring at 100°C for 2 days the reaction was allowed to cool and filtered through a pad of celite which was washed several times with EtOAc. The solvents were removed and the black residue was treated with 40 mL of THF and 15 mL of 1 N HCI. After two hours the solution was neutralized with a solution of NaC03 and extracted three times with EtOAc, dried over NaS04, filtered and evaporated to give a crude brown oil which was taken on as is (20B). NMR is contaminated with DPPP (extra aromatic protons).

Rf=0.15 (20% EtOAc/Hexanes) 'H NMR (400 MHz, CDC13) 8 8.68 (d, j = 5.1 Hz, 2H), 7.96 (s, 1H), 7.83 (d, j = 7.8 Hz 1H), 7.72-7.64 (m, 1H), 7.49-7.39 (m, 4H), 7.15 (t, j = 4.9 Hz, 1H), 4.36 (s, 2H), 2.59 (s, 3H). <BR> <BR> <BR> <BR> <BR> <P>1- (4-Methyl-pyridin-2-yl)-3- (3-pyrimidin-2-ylmethyl-phenyl)-propane-l, 3-dione (t salt) (20C) In an oven dried flask equipped with a rubber septum and with bubbling argon was dissolved 20B (0.5g, 0.0024 mole) and 3H (0.36g, 0.0024 mole) in 10 mL of anhydrous THF. NaOMe (0.25g, 0.0046 mole) was added and the reaction turned a brown color. After 0.5 hour the reaction was poured in 30mL of a saturated NtLCl solution. The mixture was extracted 3 times with EtOAc, dried over NaS04, filtered and evaporated solvent to give a crude product. The oil was purified by HPLC. The solvent was removed from desired fractions to give a yellow oil. The oil was crystallized with Et20 and hexanes and a couple drops of CH2Cl2 to give a yellow powder (20C).

Exact mass calculated = 331.1321, found = 331.1320.

Analysis Calc'd for: C26H2lN502 + add'I 1.75 TFA.

C, 53.16; H, 3.23; N, 7.92.

Found: C, 53.11; H, 3.32; N, 7.63.

EXAMPLE 21 1-(3-Benzylphenyl)-3-(5-dimethylaminopyridin-2-yl)-propane-1 , 3-dione (21E) 5-Dimethylaminopyridine-2-carboxylic acid (21B) A solution of 5-bromopyridine-2-carboxylic acid (1 g, 4.9 mmol) in 40% dimethylamine in water (20 mL) was heated in a pressure vessel at 160 C for 5 days. The solution was concentrated under vacuum. The residue was dissolved in a mixture of methanol (20 mL) and diisopropylethylamine (10 mL), and concentrated under vacuum. The latter procedure was repeated two times, and the resultant residue dried under vacuum overnight. The resultant diisopropylethylamine salt was taken on to the next step without further purification.

N-Methyl-N-methoxy-5-dimethylaminopyridine-2-carboxyamide (21C) A mixture of the diisopropylethylamine salt of 21B (4.9 mmol), ethyl- 3- (3-dimethylamino)-propyl carbodlimide. HCI (1.15 g, 6 mmol), 1-hydroxy-7- azabenzotriazole (0.68 g, 5 mmol) was dissolved in dimethylformamide (10 mL). The mixture was neutralized by addition of diisopropylethylamine, and the resultant mixture was stirred at ambient temperature for two weeks. The mixture was concentrated under vacuum. The residue was subjected chromatography on silica gel using 3% methanol in chloroform as eluant to give 21C.

'H NMR (400 MHz, CDCI3) 8 8.09 (br s, 1H), 7.73 (br d, 1H), 6.98 (br d, 1H), 3.80 (s, 3H), 3.47 (s, 3H), 3.06 (s, 6H).

2-Acetyl-5-dimethylaminopvridine (21D) To a cold (-78 C) solution of 21C (0.55 g, 2.6 mmol) in THF (10 mL) under an atmosphere of dry argon, a solution of methylmagnesium bromide (1.3 ml, 3 M, 3.9 mmol) in THF was added. The solution was allowed to warm to room temperature, and stirred at room temperature overnight. The resultant mixture was cooled to 0 C, and treated with 1 M dilute HCI. The mixture was dilute with ethyl acetate. The organic extract was washed with brine, dried over magnesium sulfate, filtered and concentrated under vacuum. The residue was subjected to column chromatography on silica gel eluted with 3% methanol in chloroform. Collection and concentration of appropriate fractions provided 21D as a crystalline solid.

IHNMR (400MHz, CDCl3) 68.10 (d, J = 3. 1 Hz, 1H), 7.95 (d, J = 9 Hz, 1H), 6.95 (dd, J = 9,3.1 Hz, 1H), 3.09 (s, 6H), 2.64 (s, 3H).

1- (3-Benzylphenyl)-3- (5-dimethylaminopyridin-2-yl)-propane-1, 3-dione (21E) To a cold (0 C) solution of 21D (0.12 g, 0.72 mmol) and methyl 3- benzylbenzoate (0. 24 g, 1 mmol) in THF (2.5 mL) under an atmosphere of dry argon, a solution of sodium bis (trimethylsilyl) amide (1.9 ml, 1 M, 1.9 mmol) in THF was added. The solution was allowed to warm to room temperature, and stirred at room temperature overnight. The resultant mixture was cooled to 0 C, and neutralized with trifluoroacetic acid. The mixture was concentrated under vacuum. The residue was triturated with methanol. Filtration and drying under vacuum provided 21E as yellow solid.

'H NMR (400 MHz, CDC13) 8 8.17 (d, J = 3.1 Hz, 1H), 8.05 (d, J = 9 Hz, 1H), 7.91 (s, 1H), 7.88 (d, J = 7.7 Hz, 1H), 7.5-7.1 (m, 8H), 7.00 (dd, J = 9,3.1 Hz, 1H), 4.05 (s, 2H), 3.11 (s, 6H).

1- (3-Benzylphenyl)-3-(5-bromopyndin-2-vl) propane-193-dione(3-Benzylphenyl)-3-(5-bromopyndin-2-vl) propane-193-dione (21F)

In a manner similar to that for 7B, 1- (3-benzylphenyl)-3- (5- bromopyridin-2-yl) propane-1,3-dione (21F) was prepared.

Anal. Calc'd for C2, H, oBrNO2 C, 63.97; H, 4.09; N, 3.56.

Found: C, 63.76; H, 4.16; N, 3.36.

1-(3-Benzylphenyl)-3-(5-methoxypyridin-2-yl)propane-1,3-d ione(21G)

In a manner similar to that for 7B, 1- (3-benzylphenyl)-3- (5- methoxypyridin-2-yl) propane-1,3-dione (21G) was prepared.

Anal. Calc'd for C22HloNO3 C, 76.50; H, 5.54; N, 4.06.

Found: C, 76.35; H, 5.26; N, 3.98.

EXAMPLE 22<BR> 1- (lH-Imidazol-2-yl)-3- (5-phenethylthiophen-2-yl) propane-1, 3-dione ()

1- (5-Phenethyl-thiophen-2-yl) ethanone(5-Phenethyl-thiophen-2-yl) ethanone (22B) A mixture of 1- (5-phenylethynylthiophen-2-yl) ethanone (22A) (850 mg, 3.76 mmol) and 5% Pd on C (817 mg) in 20 mL of ethanol was stirred under an atmosphere of hydrogen gas (1 atm) at room temperature. After 4 hours, the reaction was filtered through Celite and concentrated in vacuo to afford 1- (5- phenethylthiophen-2-yl) ethanone (22B) as a clear colorless oil.

'H NMR (400 MHz, CDCl3) 8 7.5 (d, J = 3.8,1H), 7.25 (m, 5H), 6.8 (dd, J = 3.8,0.9 Hz, 1H), 3.2 (t, J = 7. 8 Hz, 2H), 3.0 (t, J = 7. 8 Hz, 2H), 2.5 (d, J = 0. 9 Hz, 3H) <BR> <BR> <BR> <BR> <BR> <BR> <BR> 3-Hydroxy-1- (5-phenethylthiophen-2-yl)-3- (l-trityl-lH-imidazol-2-yl) propan-1-one<BR> <BR> <BR> <BR> <BR> <BR> (22C) To an oven-dried flask under an argon atmosphere was added 1- (5- phenethylthiophen-2-yl) ethanone (714 mg, 3.10 mmol) and 12 mL of anhydrous THF.

The solution was cooled to-78C and LDA (1.75 mL of a 2.0M solution in heptane/THF/ethylbenzene, 3.50 mmol) was added dropwise. This was stirred at- 78C for 60 minutes, followed by addition of 1-trityl-lH-imidazole-2-carbaldehyde (1.05g, 3.11 mmol) in 20 mL THF. The reaction was warmed to room temperature over 2.5 hours and then treated with 1N HCI to obtain a pH of 9, and extracted with ethyl acetate three times. The combined organic layers were washed with brine and concentrated in vacuo. This material was chromatographed on silica gel using 1% MeOH/CHCl3-5% MeOH/CHCl3 as eluant to afford 3-hydroxy-l- (5- phenethylthiophen-2-yl)-3- (l-trityl-lH-imidazol-2-yl) propan-1-one ().

3-Hydroxy-3- (1H-imidazol-2-yl)-1- (5-phenethylthiophen-2-yl) propan-1-one (22 D) To 3-hydroxy-1-(5-phenethylthiophen-2-yl)-3-(1-trityl-lH-imidaz ol-2- yl) propan-1-one (0.60 g, 1.05 mmol) was added 8 mL of TFA followed by triethylsilane. (0.185 mL, 1.16 mmol). The reaction was stirred at room temperature one hour and then concentrated in vacuo. It was partitioned between CH2Cl2 and NaHC03 (aq) and extracted three times with CH2Cl2. The combined organic layers were washed with brine, dried over Na2SO4, filtered and concentrated in vacuo.

Recrystallizing in CH2C12/hexanes afforded 3-hydroxy-3-(lH-imidazol-2-yl)-1-(5- phenethylthiophen-2-yl) propan-1-one (2).

'H NMR (400 MHz, CDCl3) 8 7.7-6.8 (m, 9H), 5.4 (m, 1H), 3.7 (dd, J = 17.6,2.75 Hz, 1H), 3.4 (dd, J = 17.6,7.75 Hz, 1H), 3.2 (m, 2H), 3.0 (m, 2H).

1-(1H-Imidazol-2-yl)-3-(5-phenethylthiophen-2-yl)propane- 1,3-dione(22E) To a solution of 3-hydroxy-3-(lH-imidazol-2-yl)-1-(5-phenethyl- thiophen-2-yl) propan-1-one (140mg, 0.37 mmol) in 8 mL CHCl3 was added Mn02 (540 mg, 6.21 mmol) and stirred 5 hours at room temperature. After which, more Mn02 (250 mg, 2.88 mmol) was added and stirred another 30 minutes till no starting

material remained. The reaction was filtered through Celite and concentrated in vacuo. It was purified by preparative HPLC on C18 reverse stationary phase eluted with a water/acetonitrile/TFA mobile phase. Lyophilization afforded 1-(lu- Imidazol-2-yl)-3-(5-phenethyl-thiophen-2-yl) propane-1, 3-dione (22E).

Anal. Calc'd for: Cl8Hl6N202S 1.00 TFA and 0.05 CH3CN: C, 54.80; H, 3.92; N, 6.52.

Found: C, 54.80; H, 4.14; N, 6.58.

'H NMR (400 MHz, DMSO-D6) 8 7.8 (m, 1H), 7.5 (s, 1H), 7.3 (m, 6H), 7.0 (m, 1H), 6.9 (br s, 1H), 4.6 (s, 1H), 3.2 (m, 2H), 3.0 (m, 2H) EXAMPLE 23 1- (5-Benzyl-thiophen-2-yl)-3-pyridin-2-yl-propane-1,3-dione (23D) 2-Benzyl-5-bromo-thiophene (23B) To an oven-dried flask under an argon atmosphere was added n-butyl lithium (20.8 mL of a 2.5M hexane solution, 52.0 mmol) and 100 mL of anhydrous diethyl ether. This was cooled to-78C and 2,5-dibromothiophene (5.63 mL, 50.0 mmol) was added over 30 minutes. Stirred 90 minutes at-78C, and then added benzaldehyde (5.30 mL, 52.0 mmol) over 15 minutes. The reaction was warmed to room temperature over 2.5 hours and then treated with 1N HCI to obtain a pH of 4, and extracted with diethyl ether three times. The combined organic layers were washed with NaHC03 (aqueous), and brine, dried over MgS04, filtered and concentrated in vacuo.

The crude oil (3.09 g, 11.5 mmol) was dissolved in CH2Cl2, cooled in an ice bath, and treated with triethylsilane (2.56 mL, 16.1 mmol) and BF3 OEt2 (2.03 mL, 16.1 mmol) and stirred 2.5 hours at room temperature. After which, NaHC03 (aq) was added until the pH was 9, and extracted three times with CHC13. The combined organic layers were washed with brine, dried over MgS04, filtered and

concentrated in vacuo. This material was chromatographed on silica gel using hexanes as eluant to afford 2-benzyl-5-bromothiophene (23B) as a clear oil.

'H NMR (400 MHz, CDCb) 8 7.3 (m, 5H), 6.85 (m, 1H), 6.55 (m, 1H), 4.0 (s, 2H) 1- (5-Benzvlthiophen-2-vl) ethanone (23C) To an oven-dried flask under an argon atmosphere was 2-benzyl-5- bromothiophene (2.99 g, 11.8 mmol) and 35 mL of anhydrous diethyl ether. The solution was cooled to-78C and n-butyl lithium (7.5 mL of a 1.6M hexane solution, 12.0 mmol) was added dropwise. This was stirred 60 minutes at-78C, followed by addition of N-methoxy-N-methylacetamide (1.45 mL, 14.3 mmol). The reaction was warmed to room temperature overnight and then treated with IN HC1 to obtain a pH of 7, and extracted with diethyl ether three times. The combined organic layers were washed with brine, dried over MgS04, filtered and concentrated in vacuo. This material was chromatographed on silica gel using 10% EtOAc/hexanes as eluant to afford 1- (5-benzyl-thiophen-2-yl) ethanone (23C) as a clear oil.

'H NMR (400 MHz, CDC13) 8 7.5 (d, J = 3.7 Hz, 1H), 7.3 (m, SH), 6.8 (dt, J = 3.7, 0.9 Hz, 1H), 4.15 (s, 2H), 2.5 (s, 3H) l- ophen-2-yl)-3-pyridin-2-yl-propane-1 3-di one (23D) To an oven-dried flask under an argon atmosphere was added 1- (5- benzylthiophen-2-yl) ethanone (217 mg, 1.00 mmol) and 7 mL of anhydrous THF.

The solution was cooled to-78C and LDA (0.55 mL of a 2.0M solution in heptane/THF/ethylbenzene, 1.1 mmol) was added dropwise. This was stirred at-78C for 35 minutes, followed by addition of pyridine-2-carboxylic acid methoxy-methyl- amide (200 mg, 1.20 mmol). The reaction was warmed to room temperature overnight and then treated with IN HCI to obtain a pH of 8, concentrated in vacuo, and extracted with CH2CI2 three times. The combined organic layers were washed with brine, dried over Na2SO4, filtered and concentrated in vacuo. The crude compound was dissolved in diethyl ether, filtered through glass wool and precipitated out with hexanes. The yellow solid was filtered to provide 1- (5-benzylthiophen-2-yl)- 3-pyridin-2-yl-propane-1,3-dione (23D).

Anal. Calc'd for: Cl9Hl5NIO2S 0. 05 Et20: C, 70.93; H, 4.81; N, 4.31.

Found: C, 70.91; H, 4.66; N, 4.22.

FAB MS found [M+1] = 322 m/z 1-(5-Benzylthiophen-2-yl)-3-(4-methyl-pyridin-2-yl)propane-1 ,3-dione(23E)

In a manner similar to that for 23D, 1- (5-benzy-thiophen-2-yl)-3- (4- methyl-pyridin-2-yl) propane-1, 3-dione (23E) was prepared.

Anal. Calc'd for: C20H17N1O2S 0.05 Et20 and 0.05 water: C, 71.35; H, 5.22; N, 4.12.

Found: C, H, 5.27; N, 4.26.

1-f5- (3-Chlorobenzyl) thiophen-2-yll-3-pvridin-2-yl-propane-1, 3-dione (23F) In a manner similar to that for 23D, 1- [5- (3-chlorobenzyl) thiophen-2- yl]-3-pyridin-2-yl-propane-1,3-dione (23F) was prepared.

Anal. Calc'd for: Cl9Hl4ClNO2S 0.05 Et20 and 0.05 water: C, 63.97; H, 4.08; N, 3.89.

Found: C, 63.98; H, 4.09; N, 3.80 EXAMPLE 24 <BR> 1- [5- (4-Fluorobenzyloxy) thiophen-2-yl]-3- (4-methylpyridin-2-yl) propane-1, 3-dione

1-f 5- (4-Fluorobenzyloxy) thiophen-2-yllethanone (24B) To an oven-dried flask under an argon atmosphere was added sodium hydride (530 mg, 22.1 mmol) and 30 mL of DMSO and heated at 60C for one hour.

The mixture was cooled back to room temperature and treated with 4-fluorobenzyl alcohol (2.40 mL, 22.0 mmol), followed by addition of 1- (5-chlorothiophen-2- yl) ethanone (3.22 g, 20.0 mmol). The reaction was heated overnight at 80C. The product mixture was partitioned between KHS04 and CH2CI2. The combined organic extracts were washed with water (twice), brine, dried over MgS04, filtered and concentrated in vacuo. This residue was chromatographed on silica gel using 1 % MeOH/CHCl3 as eluant to afford 1- [5- (4-fluorobenzyloxy) thiophen-2-yl] ethanone 24B).

'H NMR (400 MHz, CDCl3) 8 7.4 (m, 3H), 7.1 (t, J = 8. 6 Hz, 2H), 6.3 (d, J = 4. 3 Hz, 1H), 5.1 (s, 2H), 2.45 (s, 3H) <BR> <BR> <BR> <BR> <BR> <BR> 1-f5- (4-Fluorobenzyloxy) thiophen-2-yl1-3- (4-methyppridin-2-yl) propane-1, 3-dione<BR> <BR> <BR> <BR> (24C) To an oven-dried flask under an argon atmosphere was added 1- [5- (4- fluorobenzyloxy) thiophen-2-yl] ethanone (247 mg, 1.00 mmol) and 7 mL of anhydrous THF. The solution was cooled to-78C and LDA (0.55 mL of a 2.0M solution in heptane/THF/ethylbenzene, 1.1 mmol) was added dropwise. This was stirred at-78C for 35 minutes, followed by addition of 4-methyl-pyridine-2-carboxylic acid methoxy- methyl-amide (216 mg, 1.20 mmol). The reaction was warmed to room temperature overnight, treated with IN HCI to obtain a pH of 8, concentrated in vacuo, and extracted with CH2CI2 three times. The combined organic layers were washed with brine, dried over Na2SO4, filtered and concentrated in vacuo. The crude compound was dissolved in diethyl ether, filtered through glass wool and precipitated out with hexanes. Filtration of the precipitate provided 1- [5- (4-fluorobenzyloxy)-thiophen-2- yl]-3- (4-methyl-pyridin-2-yl) propane-1,3-dione (24C) as yellow solid.

Anal. Calc'd for: C20H16FNO3S 0.10 water: C, 64.71; H, 4.40; N, 3.77.

Found: C, 64.75; H, 4.36; N, 3.58.

FAB MS found [M+1] = 370 m/z 1-f5- (4-Fluorobenzyloxy) thiophen-2-Yll-3-pyridin-2-yl-propane-1, 3-dione (24D)

In a manner similar to that for 24C, 1- [5- (4-fluorobenzyloxy) thiophen- 2-yl]-3-pyridin-2-yl-propane-1, 3-dione (24D) was prepared.

Anal. Calc'd for: C19H14FNO3S 0.10 Et20 and 0.10 water: C, 63.90; H, 4.20; N, 3.84.

Found: C, 63.93; H, 4.01; N, 3.47 EXAMPLE 25 1- (3-Benzyl-5-pyrazin-2-yl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1, 3-dione

2- (3-Benzel-5-bromo-phenyl)-pyrazine(3-Benzel-5-bromo-phenyl)- pyrazine (25A) Step 1: (3,5-Dibromo-phenyl)-phenyl-methanol (25ail) To a solution of 1,3,5-tribromobenzene (10 g, 0.0318 mole) in ether (500g), under argon was added nBuLi in hexanes (13.4 mL, 0.0318 mole) dropwise at -78°C. During the intial cooling of the tribrombenzene in ether some solids crashed out of solution. After addition of nBuLi was complete the reaction was allowed to stir

for 0.5 hours at which time neat benzaldehyde (3.55 mL, 0.035 mole) was added dropwise to the vigorously stirred reaction mixture. Once addition was complete the reaction was allowed to reach 0°C and 100 mL of HCI was added to the mixture. This was extracted with ether two times, dried with brine and over sodium sulfate and concentrated to give an oil. The crude product was purified by chromatography with 5% EtOAc/Hexanes to afford 25al as a colorless oil that solidified on the bench. Rf = 0.44 (5% EtOAc/Hexanes) 1H NMR (400MHz, CDC13) 8 7.56-7.55 (m, 1H), 7.48- 7.47 (m, 2H), 7.39-7.29 (m, 5H), 5.75 (d, 1H, j=3.48 Hz), 2.28-2.27 (d, 1H, j=3.48 Hz).

Step 2: 3-Bromo-5-benzyl-bromobenzene (ç) A solution of 25al (2.0 g, 0.00548 mole) and triethylsilane (1.39 mL, 0.00877 mole) in methylene chloride (20 mL) was chilled to 0°C under argon with stirring followed by addition of boron trifluoride etherate (1.10 mL, 0.00877 mole).

The reaction was stirred at room temperature overnight. The reaction mixture was poured into 75 mL of saturated sodium bicarbonate and extracted with methylene chloride two times. The combined organic layers were dried over sodium sulfate, filtered and the solvent removed. Chromatographic purification using 1% EtOAc/Hexanes afforded 25a2. Rf=0.72 (5% EtOAc/hexanes) 1H NMR (400MHz, CDC13) 8 7.5 (s, 1H), 7.37-7.21 (m, 5H), 7.16-7.14 (m, 2H), 3.91 (s, 2H).

Step 3: 2- (3-Benzyl-5-bromo-phenyl)-pyrazine (25A) To a solution of 25a2 (1 g, 0.00307 mole) in THF (20 mL) under argon at-78°C was added 2.4M nBuLi in hexanes (1.4 mL, 0.00337 mole) dropwise. After 45 minutes of stirring, the solution was treated with 0.5m ZnC12 in THF (6.14 mL 0.00337 mole) and this was warmed to 0°C. To the reaction was added a cold mixture of chloropyrazine (0.35 mL, 0.00307 mole) and tetrakistriphenylphosphine palladium (18 mg, 0.0000154 mole) in THF (5 mL) and the reaction was heated to reflux for two hours. The reaction was then cooled, concentrated and treated with EtOAc and washed with 6% aqueous solution of diaminotetraacetic acid disodium salt dihydrate two times. The EtOAc layer was dried over sodium sulfate, filtered and concentrated. Chromatographic purification with 15% EtOAc/hexanes afforded a clear oil 25A. Rf=0.17 (20% EtOAc/hexanes) 1H NMR (400MHz, CDC13) 6 8.95 (s, 1H), 8.62-8.61 (m, 1H), 8.52 (m, 1H), 8.02 (s, 1H), 7.77 (s, 1H), 7.43 (s, 1H), 7.32- 7.20 (m, 5H), 4.04 (s, 2H).

1- (3-Benzyl-5-pyrazin-2-yl-phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione<BR> <BR> <BR> (25B) In an oven dried flask equipped with a rubber septum and with bubbling argon was dissolved 25A (0.15g, 0.00052 mole) and 3H (0.078g, 0.00052 mole) in 1 mL of anhydrous THF. NaOMe (56 mg, 0.00104 mole) was added and the reaction turned a brown color. After 0.5 hour the reaction was poured into 8mL of a saturated NLtCt solution. The mixture was extracted 3 times with EtOAc, dried over NaS04, filtered and evaporated to give a crude product. The oily solids were crystallized with and hot petroleum ether in a sonicator. Solids were collected by vacuum filtration to give pure light yellow powder, (25B).

'H NMR (400 MHz, CDC13) 8 9.05 (s, 1H), 8.65 (s, 1H), 8.58 (d, j = 5.0 Hz, 1H), 8.54 (m, 2H), 8.04 (s, 2H), 8.02 (s, 1H), 7.62 (s, 1H), 7.33-7.21 (m, 6H), 4.17 (s, 2H), 2.47 (s, 3H).

Anal. Calc'd for: C26H2iN502 + add'I 0.50 water and 0.25 toluene C, 75.83; H, 5.50; N, 9.56.

Found: C, 75.88; H, 5.73; N, 9.61. <BR> <BR> <P>1-(3-Benzyl-5-pyrimidin-2-yl-phenel)-3-(4-methyl-py ridin-2-yl)-propane-1, 3-dione<BR> <BR> <BR> (25C) In a manner similar to that for 25B, 1- (3-benzyl-5-pyrazin-2-yl- phenyl)-3- (4-methyl-pyridin-2-yl)-propane-1,3-dione (25C) was prepared.

Anal. Calc'd for: C26H2lN502 C, 76.64; H, 5.19; N, 10.31.

Found: C, 76.48; H, 4.73; N, 10.03.

EXAMPLE 26 <BR> <BR> 1-(3-BenzelphenYl)-3-(4-imidazol-1-ylmethylpyridin-2-yl) propane-1, 3-dione (26H)

4-(tert-Butyldimethylsilanyloxymethyl) pyndine (26B) To a solution of 4-pyridylcarbinol (26A) (40.0 g, 366.53 mmol) in 400 mL of anhydrous DMF under a nitrogen atmosphere was added imidazole (27.4 g, 403.18 mmol) and tert-butyldimethylchlorosilane (58.0g, 384.86 mmol). The reaction was stirred overnight at room temperature. The solvent was removed in vacuo. The residue was partitioned between 750 mL EtOAc and 750 mL H20. The layers were separated and the organic layer was washed with H20, brine, dried over MgS04, filtered and concentrated in vacuo to afford the title compound (26B) as a beige oil.

'H NMR (400 MHz, CDCl3) 8 8.54 (m, 2H), 7.25 (m, 2H), 4.74 (s, 2H), 0.96 (s, 9H), 0.12 (s, 6H).

4- (tert-Butyldimethylsilanyloxymethyl) pyridine 1-oxide (26C) 4- (tert-Butyldimethylsilanyloxymethyl) pyridine(tert-Butyldimethylsilanyloxymethyl) pyridine (26B) (56.6 g, 253.34 mmol) was stirred in 200 mL CH2CI2 under a nitrogen atmosphere. This solution was chilled to 0°C with an ice bath. In another flask, m-CPBA (57.8 g, 335.30 mmol) was dissolved in 400 mL CH2Cl2, dried over MgS04, filtered, and added to the reaction.

The reaction was stirred overnight at room temperature. The mixture was diluted with CHC13 and washed with IN NaOH, H20, brine, dried over MgS04, filtered and concentrated in vacuo. The resulting oil was placed under high vacuum which afforded the title compound (26C) as off-white crystals.

'H NMR (400 MHz, CDCl3) 8 8.19 (m, 2H), 7.25 (m, 2H), 4.74 (s, 2H), 0.96 (s, 9H), 0.12 (s, 6H).

4- (tert-Butvldimethylsilanyloxymethyl) pvridine-2-carbonitrile (26D)

To a cold (0 °C) solution of 4-(tert-butyldimethylsilanyloxymethyl)- pyridine 1-oxide (26C) (30.0 g, 125.30 mmol) and TMSCN (20.0 mL, 150.30 mmol) in anhydrous CH2CI2 (200 mL), dimethylcarbonylchloride (19 mL, 150.30 mmol) in CH2C ! 2 (20 mL) was added dropwise. The ice bath was allowed to expire and the reaction was stirred at room temperature overnight. The reaction was stirred with 200 mL 10% K2CO3 for 30 minutes. The layers were separated and the organic layer was washed with brine, dried over MgS04, filtered and concentrated in vacuo. This material was chromatographed on silica gel with 15% EtOAc/hexanes to afford the title compound (26D) as a colorless oil.

'H NMR (400 MHz, CDCl3) 6 8.64 (m, 1H), 7.67 (m, 1H), 7.46 (m, 1H), 4.77 (s, 2H), 0.96 (s, 9H), 0.13 (s, 6H).

Methyl 4-hydroxymethylpyridine-2-carboxylate (26E) To a stirred solution of 4- (tert-butyldimethylsilanyloxymethyl)- pyridine-2-carbonitrile (26D) (21.0 g, 84.54 mmol) in 300 mL MeOH was added H20 (1.52 mL, 84.54 mmol). This solution was cooled to 0°C with an ice bath and saturated with HCI gas. The resulting solution was refluxed for 5 hours. The reaction was concentrated in vacuo and the residue was dissolved in 300 mL EtOAc. This solution was made basic with saturated NaHC03. The layers were separated and the aqueous layer was extracted twice with EtOAc. The combined organic layers were washed with brine, dried over MgS04, filtered, and concentrated in vacuo to afford the title compound (26E) as a white solid.

'H NMR (400 MHz, CDCl3) 8 8.69 (m, 1H), 8.12 (s, 1H), 7.51 (m, 1H), 4.84 (s, 2H), 4.01 (s, 3H).

Methyl 4-bromomethylpyridine-2-carboxylate (26F) To a solution of methyl 4-hydroxymethylpyridine-2-carboxylate (26E) (4.13 g, 24.70 mmol) in 50 mL CH2Cl2 was added carbon tetrabromide (12.3 g, 37.05 mmol). This solution was cooled to 0°C with an ice bath. Triphenylphosphine (9.66g, 36.81 mmol) in 50 mL CH2CI2 was added dropwise. The ice bath was allowed to expire and the reaction was stirred at room temperature overnight. The reaction was concentrated in vacuo and the residue was chromatographed on silica gel using 50% EtOAc/hexanes as eluent to afford the title compound (26F) as a white solid.

'H NMR (400 MHz, CDCI3) 8 8.73 (m, 1H), 8.15 (s, 1H), 7.50 (m, 1H), 4.57 (s, 2H), 4.03 (s, 3H).

Methyl 4-imidazol-1-ylmethylpyridine-2-carboxylate (26G) To a solution of methyl 4-bromomethylpyridine-2-carboxylate (26F) (460 mg, 2.0 mmol) in dry CH3CN (17 mL) under nitrogen was added imidazole (149 mg, 2.2 mmol) and K2CO3 (199 mg, 2.4 mmol). The reaction was stirred at room temperature overnight. The solvent was removed in vacuo and the residue was partitioned between saturated NaHC03 and EtOAc. The layers were separated and the aqueous layer was extracted three times with EtOAc. The combined organic layers were washed with brine, dried over Na2SO4, filtered, and concentrated in vacuo. This material was chromatographed on silica gel using 5% MeOH/CH2CI2 to afford the title compound (26G) as a white solid.

'H NMR (400 MHz, CDCl3) 8 8.73 (m, 1H), 7.92 (s, 1H), 7.59 (s, 1H), 7.17 (s, 1H), 7.13 (m, 1H), 6.92 (s, 1H), 5.24 (s, 2H), 4.01 (s, 3H).

1- (3-Benzylphenyl)-3- (4-imidazol-1-ylmethylpyridin-2-yl) propane-1,3-dione (26H) To a solution of 1- (3-benzylphenyl) ethanone (4B) (100 mg, 0.48 mmol) and methyl 4-imidazol-1-ylmethyl-pyridine-2-carboxylate (26G) (162 mg, 0.75 mmol) in 2 mL anhydrous THF was added NaOEt (163mg, 2.4 mmol). This was stirred at room temperature for 1 hour. The reaction was quenched with saturated NH4Cl and stirred for 15 minutes. The mixture was diluted with EtOAc and the layers were separated. The aqueous layer was extracted twice with EtOAc. The combined organic layers were washed with brine, dried Na2SO4, filtered, and concentrated in vacuo. The residue was purified by reverse-phase HPLC to afford the title compound (26H) as a TFA salt.

HR MS: m/z (M+1) Calc'd for: 396.1707 Found: 396.1714 1- (3-Benzylphenyl)-3-(4-(1 2, 4-triazol-1-yl) methyl) pyridin-2-yl) propane-1,(3-Benzylphenyl)-3-(4-(1 2, 4-triazol-1-yl) methyl) pyridin-2-yl) propane-1, 3-dione

In a manner similar to that for 26H, 1- (3-benzylphenyl)-3- (4- [1,2,4]- triazol-1-ylmethylpyridin-2-yl) propane-1,3-dione (261) was prepared.

HR MS: m/z (M+1) Calc'd for: 397.1659 Found: 397.1639 1-(3-Benzylphenyl)-3-(4-(pyrazol-1-ylmethylpyridin-2-yl)prop ane-1,3-dione(26J)

In a manner similar to that for 26H, 1- (3-benzylphenyl)-3- (4-pyrazol- wasprepared.1-ylmetylpyridin-2-yl)propane-1,3-dione(26J) HR MS: m/z (M+1) Calc'd for: 396.1707 Found: 396.1671 1-(3-Benzylphenyl)-3-(4-(1,2,3,4-tetrazol-2-yl)methyl)pyridi n-2-yl)propane-1,3-dione (26K) In a manner similar to that for 26H, 1- (3-benzylphenyl)-3- (4-tetrazol- 2-ylmethylpyridin-2-yl) propane-1, 3-dione (K) was prepared.

HR MS: m/z (M+1) Calc'd for: 398.1612 Found: 398.1618 <BR> <BR> 1- (3-Benzyl-2- (f l, 2, 31-triazol-1-ylmethyl) phenvl)-3- (4-imidazol-1-ylmethylpyridin-2- yl) propane-1, 3-dione (26L)

In a manner similar to that for 16C, 1- (3-benzyl-5- [1,2,3]-triazol-1- ylmethylphenyl)-3- (4-imidazol-1-ylmethylpyridin-2-yl) propane-1,3-dione (26L) TFA salt was prepared.

HR MS: m/z (M+1) Calc'd for: 477.2037 Found: 477.2033.

1-(3-Benzylphenyl)-3-(4-methoxymethylpyridin-2-yl)propane -1,3-dione(26M) Methyl 4-methoxemethylpyridine-2-carboxylate (26E1) To a solution of methyl 4-hydroxymethylpyridine-2-carboxylate (26E) (500 mg, 2.99 mmol) in 10 mL anhydrous DMF under nitrogen was added Cs2CO3 (1.65 g, 5.08 mmol) and iodomethane (0.223 mL, 3.59 mmol). The reaction was stirred at room temperature overnight. The solvent was removed in vacuo and the residue was diluted with EtOAc. The solids were filtered and the filtrate was

concentrated in vacuo. This material was chromatographed on silica gel with 50% EtOAc/hexanes as eluent to afford the title compound (26E1) as a clear oil.

'H NMR (400 MHz, CDC13) 8 8.71 (m, 1H), 8.10 (s, 1H), 7.46 (m, 1H), 4.55 (s, 2H), 4.02 (s, 3H), 3.46 (s, 3H).

In a manner similar to the last step for 26H, 1- (3-benzylphenyl)-3- (4- methoxymethylpyridin-2-yl) propane-1,3-dione (26M) TFA salt was prepared.

HR MS: m/z (M+1) Calc'd for: 360.1594 Found: 360.1587 1-(3-Benzylphenyl)-3-(4-hydroxymethylpyridin-2-yl)propane-1, 3-dione(26N) To a 25 mL, oven dried round bottomed flask with a stirring stirring bar and a nitrogen inlet was added THF, methyl 4-hydroxymethylpyridine-2- carboxylate (26E) (0.238 g, 1.43 mmol), 1- (3-benzylphenyl) ethanone (4B) (0.30 g, 1.43 mmol) and sodium ethoxide (0.204 g, 3.00 mmol). This mixture was stirred at ambient temperature for 20 min. The reaction was quenched by addition of saturated aqueous ammonium chloride solution. The product was extracted into ethyl acetate.

The ethyl acetate solution was washed with brine, dried (MgS04), filtered and concentrated in vacuo. This material was chromatographed on silica gel using ethyl acetate as eluant. The purified product was converted into the HCI salt with 1N HCI and lyophillized.

'H NMR (300 MHz, DMSO-d6) 8 8.68 (d, j=5Hz, 1H), 8.19 (s, 1H), 8.05 (s, 1H), 7.91 (m, 2H), 7.57 (m, 2H), 7.45 (br d, j= 5Hz, 2H), 7.24 (m, 3H), 5.20 (br s, 1H), 4.71 (s, 1H), 4.08 (s, 2H). (HCI salt).

1- (3-Benzelphenyl)-3-r4-(tetrahydrofuran-2-el)-pYridin-2-Yllpr opane-13-dione(3-Benzelphenyl)-3-r4-(tetrahydrofuran-2-el)-p Yridin-2-Yllpropane-13-dione (26V)

Cyclopropyl-4-pyridylcarbinol (260) To a 11 round bottomed flask with a stirring bar, reflux condenser, addition funnel and nitrogen inlet was added Mg turnings (7.09 g, 291.7 mmol), freshly distilled THF (300 mL). Cyclopropyl bromide (20.6 mL, 257 mmol) was added slowly with stirring, at such a rate that the Grignard reaction proceeded at a gentle reflux. When the reaction was complete, the solution was cooled in an ice bath and pyridine-4-carboxaldehyde (25 g, 233.4 mmol) was added as a solution in 50 mL of THF. The mixture was aged 2h at 0 °C. The reaction was quenched with 200 mL of saturated aqueous NH4CI followed by 200 mL of water. The resulting mixture was stirred overnight at ambient temperature. This solution was extracted with several portions of ethyl acetate. The combined ethyl acetate extracts were washed with brine, dried (MgS04), filtered and concentrated in vacuo. The crude product was chromatographed on of silica gel using ethyl acetate as eluant to give cyclopropyl-4- pyridylcarbinol as a colorless oil which crystallized on standing.

Cyclopropyl-4-pyridylmethanone (26P) To a 2L round bottomed flask with a stirring bar and a nitrogen inlet was added cyclopropyl-4-pyridylcarbinol (12.5 g, 83.8 mmol), chloroform (600 mL) and activated MnO2 (72.84 g, 837.9 mmol). This mixture was stirred vigorously at ambient temperature for 7 days. The Mon02 was removed by filtration and the solvent was removed in vacuo. The crude product was chromatographed on silica gel using 80/20 ethyl acetate/hexanes as eluant to give cylopropyl-4-pyridylmethanone as a colorless oil.

Cyclopropvl-4-pyridylmethanone N-oxide (26Q)

To a 1L round bottomed flask with an addition funnel, thermometer and a stirring bar was added cyclopropyl-4-pyridylmethanone (10.90 g, 74.06 mmol) and 100 mL of chloroform. This solution was cooled in an ice bath to 0°C and an anhydrous solution of m-CPBA (16.61g, 96.28 mmol) in chloroform (200 mL) was added dropwise over 45 min. The cooling bath was allowed to expire and the mixture was stirred at ambient temperature for 5 days. The mixture was washed with 15% aqueous NaHS03 solution, 10% aqueous K2CO3 solution and brine. Drying (MgS04), filtration and removal of the solvent in vacuo gave an oil. This material was chromatographed on silica gel using 3/97 methanol/chloroform as eluant to give cyclopropyl-4-pyridylmethanone N-oxide as a white, crystalline solid.

Cyclopropyl-4- (2-cyanopyridyl)(2-cyanopyridyl) methanone (26R) To a 500 mL, three necked round bottomed flask with an addition funnel, nitrogen inlet, and a thermometer was added cyclopropyl-4-pyridylmethanone N-oxide (8.25 g, 50.56 mmol), methylene chloride (100 mL) and trimethylsilylcyanide (8.45 mL, 63.32 mmol). This solution was cooled in an ice bath to 0 °C and the addition funnel was charged with N, N-dimethylcarbamyl chloride (8.00 mL, 63.32 mmol) in methylene chloride (20 mL). The N, N-dimethylcarbamyl chloride solution was added dropwise over 30 min. The cooling bath was removed and the mixture was stirred at ambient temperature overnight. The reaction was quenched 200 mL of 10% aqueous K2CO3. This mixture was stirred 30 minutes then diluted with chloroform. the layers were separated and the organic phase was washed with brine, dried (MgS04), filtered and concentrated in vacuo. The crude product was chromatographed on 400g of silica gel using 1-2% methanol in chloroform as eluant to provide cyclopropyl-4- (2-cyanopyridyl) methanone as white crystals.

'H NMR (300 MHz, CDC13) 8 8.93 (dd, j=1,10Hz, IH), 8.19 (m, 1H), 8.01 (dd, j=1,10, 1H), 2.60 (m, 1H), 1.35 (m, 2H), 1.21 (m, 2H).

1- (3-Chloropropyl)-4- (2-carbomethoxypyridyl) methanone (26S) To a 200 mL round bottomed flask with a stirring bar, gas dispersion tube and a reflux condenser was added cyclopropyl-4- (2-cyanopyridyl) methanone (2.77 g, 16.09 mmol) methanol (200 mL) and water (0.29 mL). This wall stirred mixture was saturated with a vigorous stream of HCI gas for 30 min. The resulting mixture was heated at reflux for 20h. The mixture was cooled to ambient temperature and the methanol was removed in vacuo. The residue was partitioned between

aqueous NaHC03 solutionand ethyl acetate. The layers were separated and the organic phase was washed with brine, dried (MgS04), filtered and concentrated in vacuo. This material was chromatographed on silica gel using 1: 1 ethyl acetate/hexane as eluant to give 1- (3-chloropropyl)-4- (2- carbomethoxypyridyl) methanone as an oil.

H NMR (300 MHz, CDCl3) 6 8.96 (dd, j=1,10Hz, IH), 8.57 (m, 1H), 7.94 (dd, j=1,10, 1H), 4.05 (3,3H), 3.70 (t, j=6Hz, 2H), 3.25 (t, j=6Hz, 2H), 2.27 (m, 2H).

1- (3-Chloropropyl)-4- (2-carbomethoxypyridyl) carbinol (26T) To a 100 mL round bottomed flask with a stirring bar and a nitrogen inlet was added 1- (3-chloropropyl)-4- (2-carbomethoxypyridyl) methanone (2.00g, 8.28 mmol) methanol (25 mL) and sodium borohydride (0.31g, 8.28 mmol). This solution was stirred at ambient temperature for 2h. The reaction was quenched with aqueous NH4Cl solution and the methanol was removed in vacuo. The aqueous residue was extracted with ethyl acetate. The ethyl acetate solution was washed with brine, dried (MgS04), filtered and concentrated in vacuo. The crude product was chromatographed on silica gel using ethyl acetate as eluant to provide 1- (3- chloropropyl)-4- (2-carbomethoxypyridyl) carbinol as a colorless oil.

H NMR (300 MHz, CDCl3) õ 8.70 (dd, j=1,10Hz, IH), 8.12 (m, 1H), 7.51 (dd, j=1,10, 1H), 4.88 (m, 1H), 4.01 (s, 3H), 3.58 (m, 2H), 2.50 (br s, 1H), 1.92 (m, 4H).

2-Carbomethoxy-4- (2-tetrahydrofuryl) pyridine(2-tetrahydrofuryl) pyridine (26U) To a 100 mL round bottomed flask with a stirring bar, reflux condenser and a nitrogen inlet was added 1- (3-chloropropyl)-4- (2-carbomethoxypyridyl) carbinol (1.25 g, 5.13 mmol), dry THF (20 mL), sodium hydride (0.18 g, 7.50 mmol) and a catalytic amount of sodium iodide. This mixture was heated at reflux for 3h. The cooled reaction mixture was treated with aqueous N144CI solution and extracted with ethyl acetate. The ethyl acetate solution was washed with brine, dried (MgS04), filtered and concentrated in vacuo. The crude product was chromatographed on silica gel using 80/20 ethyl acetate/hexanes as eluant to give 2-carbomethoxy-4- (2- tetrahydrofuryl) pyridine.

'H NMR (300 MHz, CDCl3) 8 8.69 (dd, j=1, 10Hz, lH), 8.09 (m, 1H), 7.46 (dd, j=1,10, <BR> <BR> <BR> 1H), 4.97 (t, j=7Hz, 1H), 4.21 (m, 1H), 4.00 (s, 3H), 3.98 (m, 1H), 2.44 (m, 1H), 2.04 ( m, 2H), 1.79 (m, 1H).

1- (3-Benzylphenyl)-3-r4-(tetrahYdrofuran-2-el)-pyridin-2-yllpr opane-1 3-dione(3-Benzylphenyl)-3-r4-(tetrahYdrofuran-2-el)-pyridin- 2-yllpropane-1 3-dione (26V) A mixture of 2-carbomethoxy-4-(2-tetrahydrofuryl)pyridine, (26U) (0.25 g, 1.21 mmol), 1- (3-benzylphenyl) ethanone (4B) (0.25g, 1.21 mmol), and sodium ethoxide (0.170 g, 2.50 mmol) in THF was stirred at ambient temperature for 20 min. The reaction was quenched by addition of saturated aqueous ammonium chloride solution. The product was extracted into ethyl acetate. The ethyl acetate solution was washed with brine, dried (MgS04), filtered and concentrated in vacuo.

The residue was chromatographed by reverse phase HPLC using 0.1% aqueous TFA/acetonitrile as eluant. Collection and lyophilization of appropriate fractions provided 1- (3-benzylphenyl)-3- [4- (tetrahydrofuran-2-yl) pyridin-2-yi] propane-1,3- dione as a crystalline solid.

'H NMR (300 MHz, CDCl3) 8 8.69 (d, j=lOHz, 1H), 8.09 (br s, 1H), 7.46 (m, 2H), 7.62 (br d, j=10Hz, 1H), 7.58 (s, 1HO, 7.40 (m, 2H), 7.25 (m, 5H), 5.08 (t, j=7Hz, 1H), 4.19 (m, 1H), 4.07 (s, 3H), 4.02 (m, 1H), 2.51 (m, 1H), 2.06 (m, 2H), 1.83 (m, 1H). <BR> <BR> <BR> <BR> <P>1-(3 *5-Bis-pyrazol-1-ylmethyl-phenyl)-3-(4-L1 2. 41triazol-1-ylmethyl-pyridin-2-yl)- propane-1. 3-dione (26W) Methyl4- (1H-1,2,4-triazol-1-ylmeth l)-2ridinecarboxylate A solution of methyl 4- (bromomethyl)-2-pyridinecarboxylate (26F) (1.5 g, 6.6 mmole) in 50 mL CH3CN was treated with 1,2,4-triazole (2.27 g, 33 mmole) and allowed to stir at room temperature overnight. The solution was evaporated and the residue dissolved in saturated Na2SO4 and extracted repeatedly with chloroform. The organic layers were combined and evaporated and the residue was chromatographed in 5% MeOH/CHC13 to give methyl 4-(1H-1, 2,4-triazol-1- ylmethyl)-2-pyridinecarboxylate as a yellow oil.

Rf = 0.27 (5% MeOH/CHCL3) 'H NMR (400 MHz, CDC13) 8 8.75 (s, 1H), 8.21 (s, 1H), 8.04 (s, IH), 7.98 (s, 1H), 7.28 (s, 1H), 5.46 (s, 2H), 4.02 (s, 3H).

In a manner similar to that described for 19E [except that in the final step, methyl 4- (lH-1,2,4-triazol-1-ylmethyl)-2-pyridinecarboxylate replaced the 5- methyl 4-methylpydridine-2-carboxylate (3H)], 1- (3, 5-bis-pyrazol-1-ylmethyl- phenyl)-3- (4- [1,2,4] triazol-1-ylmethyl-pyridin-2-yl) propane-1,3-dione 26W was prepared.

'H NMR (400 MHz, CDCl3) 8 8.70 (d, 1H, J=4.84), 8.21 (s, 1H), 8.05 (s, 1H), 8.00 (s, 1H), 7.83 (s, 2H), 7.56 (d, 2H, J=1.65), 7.49 (s, 1H), 7.41 (d, 2H, J=2.28), 7.23 (m, 1H), 7.17 (s, 1H), 6.30 (t, 2H, J=2.1), 5.47 (s, 2H), 5.36 (s, 4H). <BR> <BR> <BR> <BR> <BR> <BR> <P>1- (3, 5-Bis-pyridin-2-ylmethylphenyl)-3- (4-imidazol-1-ylmethyl-pyridin-2-yl) propane- 1,3-dione (26X) In a manner similar to that described for 3M using methyl 4-imidazol- 1-ylmethylpyridine-2-carboxylate (26G), 1- (3, 5-bis-pyridin-2-ylmethylphenyl)-3- (4- imidazol-1-ylmethyl-pyridin-2-yl) propane-1,3-dione (26X) was prepared.

'H NMR (400 MHz, DMSO) 8 9.29 (s, 1H), 8.82 (d, 1H), 8.57 (d, 1H), 8.07 (s, 1H), 7.95-7.35 (m), 5.64 (s, 2H), 4.25 (s, 4H).

EXAMPLE 27 1-{3-Benzyl-5-[(1,1-dioxido-1,2-thiazinan-2-yl)methyl]phenyl }-3-(1,3-thiazol-2-yl)- 1,3-propanedione (27A)

Step 1: Ethyl 1,3-thiazole-2-carboxylate A mixture of 2- (trimethylsilyl) thiazole (1 g, 6.36 mmole) and ethyl chloroformate (1.38 g, 12.71 mmol) in benzene (10 mL) was stirred at rt for 3 days under a nitrogen atmosphere. The reaction was then poured into 50 mL saturated aqueous Na2HCO3 solution and extracted with 3 X 20 mL ethyl acetate. The combined organic extracts were washed with water, brine, dried (Na2SO4), filtered and concentrated to provide ethyl 1,3-thiazole-2-carboxylate.

'H NMR (400 MHz, CDCl3) 6 8.03 (d, J = 3 Hz, 1H), 7.64 (d, J = 3 Hz, 1H), 7.27 (s, 1H), 4.49 (q, J = 7 Hz, 2H), 1.45 (t, J = 7 Hz, 3H).

Step 2: 1- (3-Benzyl-5-f (1, 1-dioxido-1, 2-thiazinan-2-yl) methyllphenvl}-3- (1,3-thiazol-2-yl)-1,3-propanedione (27A) Similar to 16R, 1- {3-benzyl-5- [ (l, l-dioxido-1,2-thiazinan-2-yl) methyl] phenyl} ethanone (0.057 g,. 16 mmol) was reacted with ethyl 1,3-thiazole-2- carboxylate (0.03 g,. 19 mmol) to afford 1- {3-benzyl-5- [ (1, 1-dioxido-1,2-thiazinan-2- yl) methyl] phenyl}-3- (1, 3-thiazol-2-yl)-1,3-propanedione (27A).

'H NMR (400 MHz, CDCl3) 8 8.04 (d, J = 3 Hz, 1H), 7.81 (s, 1H), 7.78 (s, 1H), 7.69 (d, J = 3 Hz, 1H), 7.41 (s, 1H), 7.14-7.34 (m, 7H), 4.33 (s, 2H), 4.06 (s, 2H), 3.21 (t, J = 6 Hz, 2H), 3.08 (t, J = 6 Hz, 2H), 2.21 (m, 2H), 1.59 (m, 2H). <BR> <BR> <BR> <BR> <BR> <BR> <P>1- {3-Benzyl-5-[(1, 1-dioxido-2-isothiazolidinvl) methyllphenyl}-3-(1, 3-thiazol-2-yl)- 1,3-propanedione (27B)

Similar to 16Q, 1- {3-benzyl-5-[(1, 1-dioxido-2-isothiazolidinyl){3-benzyl-5-[(1, 1-dioxido-2-isothiazolidinyl) methyl] phenyl} ethanone (0.05 g,. 15 mmol) was reacted with ethyl 1, 3-thiazole-2- carboxylate (0.027 g,. 18 mmol) to provide 1-{3-benzyl-5-[(1,1-dioxido-2- isothiazolidinyl) methyl] phenyl}-3-(1,3-thiazol-2-yl)-1,3-propanedione (27B).

'H NMR (400 MHz, CDCl3) 6 8.04 (d, J = 3 Hz, 1H), 7.81 (s, 2H), 7.69 (d, J = 3 Hz, 1H), 7.40 (s, 1H), 7.14-7.34 (m, 7H), 4.20 (s, 2H), 4.05 (s, 2H), 3.20 (t, J = 8 Hz, 2H), 3.10 (t, J = 7 Hz, 2H), 2.30 (m, 2H). <BR> <BR> <BR> <P>1-f 3-Benzyl-5-f (6-oxo-1 (6H)-pyrimidinyl) methyllphenyl T-3-(1, 3-thiazol-2-yl)-1,3- propanedione (27C)

Similar to 160,3- (3-acetyl-5-benzylbenzyl)-4 (3H)-pyrimidinone (0.05 g, 0.16 mmol) was reacted with ethyl 1,3-thiazole-2-carboxylate (0.029 g, 0.19 mmol) to provide 1- {3-benzyl-5-[(6-oxo-1 (6H)-pyrimidinyl) methyl] phenyl}-3-(1, 3-thiazol-2- yl)-1,3-propanedione (27C).

'H NMR (400 MHz, CDC13) 8 8.25 (d, J = 3 Hz, 1H), 8.04 (d, J = 3 Hz, 1H), 7.79 (s, 1H), 7.77 (s, 1H), 7.67 (d, J = 3 Hz, 1H), 7.41 (s, 1H), 7.14-7.34 (m, 7H), 6.18 (s, 1H), 5.10 (d, J = 6 Hz, 1H), 4.46 ( m, 2H), 4.02 (s, 2H).

EXAMPLE 28 Oral Composition As a specific embodiment of an oral composition of a compound of this invention, 50 mg of compound 16C is formulated with sufficient finely divided lactose to provide a total amount of 580 to 590 mg to fill a size 0 hard gelatin capsule.

EXAMPLE 29 Determination of Log P The procedure for determining partition coefficient P at ambient temperature is as follows: 10 ml of pH 7.4 KH2PO4 buffer and 10 ml of 1-octanol which have been mutually saturated with each other are added to an accurately weighed sample of the order of 1-2 mg of a standard solution of the compound of interest in a suitable solvent (e. g., methanol, ethanol, acetonitrile, or water). The mixture is agitated in an ultrasonic bath for 5 minutes and on a flatbed shaker for 2-4 hours, and then centrifuged. 1 ml of each layer is removed from the resulting biphasic system and the concentrations of the compound in the standard, octanol, and buffer solutions is determined by ultraviolet absorption spectrophotometry or by determining peak areas in HPLC.

Using the foregoing procedure, representative compounds of the present invention were determined to have log P's greater than zero.

EXAMPLE 30 HIV Integrase Assay: Strand Transfer Catalyzed by Recombinant Integrase Assays for the strand transfer activity of integrase were conducted according to Wolfe, A. L. et al., J. Virol. 70,1424 (1996) for recombinant integrase.

Representative compounds tested in the integrase assay demonstrated ICo's in the range of from 0.01 to 5 micromolar.

EXAMPLE 31 Assay for inhibition of HIV replication Assays for the inhibition of acute HIV infection of T-lymphoid cells were conducted according to Vacca, J. P. et al., (1994), Proc. Natl. Acad. Sci. USA 91, 4906. Representative compounds tested in the present assay demonstrated IC95's in the range from 0.01 to 50 micromolar.

While the foregoing specification teaches the principles of the present invention, with examples provided for the purpose of illustration, the practice of the invention encompasses all of the usual variations, adaptations and/or modifications that come within the scope of the following claims.