PYRIMIDO COMPOUNDS

RELATED APPLICATION

[001] This application claims the benefit of U.S. Provisional Application No. 61/165,087, filed March 31, 2009, the contents of which are incorporated herein by reference in their entireties.

BACKGROUND OF THE INVENTION

[002] Cancer is the second leading cause of death in the United States, exceeded only by heart disease. {Cancer Facts and Figures 2004, American Cancer Society, Inc.). Despite recent advances in cancer diagnosis and treatment, surgery and radiotherapy may be curative if a cancer is found early, but current drug therapies for metastatic disease are mostly palliative and seldom offer a long-term cure. Even with new chemotherapies entering the market, the need continues for new drugs effective in monotherapy or in combination with existing agents as first line therapy, and as second and third line therapies in treatment of resistant tumors. [003] Cancer cells are by definition heterogeneous. For example, within a single tissue or cell type, multiple mutational "mechanisms" may lead to the development of cancer. As such, heterogeneity frequently exists between cancer cells taken from tumors of the same tissue and same type that have originated in different individuals. Frequently observed mutational "mechanisms" associated with some cancers may differ between one tissue type and another (e.g., frequently observed mutational "mechanisms" leading to colon cancer may differ from frequently observed "mechanisms" leading to leukemia). It is therefore often difficult to predict whether a particular cancer will respond to a particular chemotherapeutic agent (Cancer Medicine, 5 ^th edition, Bast et ah, B. C. Decker Inc., Hamilton, Ontario). [004] Components of cellular signal transduction pathways that regulate the growth and differentiation of normal cells can, when dysregulated, lead to the development of cellular proliferative disorders and cancer. Mutations in cellular signaling proteins may cause such proteins to become expressed or activated at inappropriate levels or at inappropriate times during the cell cycle, which in turn may lead to uncontrolled cellular growth or changes in cell- cell attachment properties. For example, dysregulation of receptor tyrosine kinases by mutation, gene rearrangement, gene amplification, and overexpression of both receptor and ligand has been implicated in the development and progression of human cancers. [005] AbI (c-Abl) codes for a protein that is a member of the tyrosine kinase family. The N- terminal half of AbI protein contains SH-3 and SH-2 domains. AbI has a DNA-binding domain and an F-actin-binding domain within its long C-terminal extension. C-AbI kinase is an important non-receptor tyrosine kinase involved in cell signal transduction. An abnormal form of c-Abl is known to form from a chromosomal translocation event, referred to as the Philadelphia chromosome. This abnormal chromosomal translocation leads abnormal gene fusion between the AbI kinase gene and the breakpoint cluster region (BCR) gene, thus encoding an aberrant protein called bcr-Abl.

[006] Alterations in the activity (expression) of the AbI gene are associated with various disorders, diseases and other deleterious conditions. The altered gene expression may lead to diseases, disorders and conditions include inflammatory, proliferative, hyperproliferative and immunologically-mediated diseases. Diseases and conditions associated with AbI family tyrosine kinases also include cancers, for example, leukemia, a major cancer occurring in children in the United States.

[007] Accordingly, new compounds and methods for modulating Tec and treating proliferation disorders, including cancer, are needed. The present invention addresses these needs.

SUMMARY OF THE INVENTION

[008] The present invention provides, in part, substituted dipyrido-pyrimido-diazepine compounds and benzo-pyrido-pyrimido-diazepine compounds of formula I, II or III and methods of preparing the compounds of formula I, II or III: rmaceutically acceptable salt or ester thereof, wherein:

X is R or NR ₂ R ₃ ;

Xi is N or CR _X1 ;

X ₂ is N or CR _X2 ;

X ₃ is N or CR _X3 , provided that at least one of Xi, X ₂ and X ₃ is N;

R is H, hydroxyl or -Q _R -T _R ;

Rχi, Rχ ₂ and Rχ ₃ are each independently H or unsubstituted or substituted Ci-C ₆ alkyl;

Ri is H or -Q-T;

R ₂ and R ₃ are each independently H or -Q-T, or R ₂ and R ₃ , together with the atom to which they attach, form a 5-, 6- or 7-membered ring which optionally comprises 1-4 heteroatoms selected from N, O and S and is optionally substituted;

Q and Q _R are each independently a bond or unsubstituted or substituted Ci-C ₆ alkyl linker;

T is H, unsubstituted or substituted Ci-C ₆ alkyl, unsubstituted or substituted C ₁ - C ₆ alkoxy, unsubstituted or substituted amino, unsubstituted or substituted Ci-C ₆ alkylamino, unsubstituted or substituted di-Ci-C ₆ alkylamino, unsubstituted or substituted C ₆ -CiO aryl, unsubstituted or substituted C ₆ -CiO aryloxy, unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl, unsubstituted or substituted heteroaryl comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S, unsubstituted or substituted C3-C10 carbocycle or unsubstituted or substituted heterocycle comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S;

T _R is H, unsubstituted or substituted Ci-C ₆ alkyl, unsubstituted or substituted C ₁ - C ₆ alkoxy, unsubstituted or substituted C ₆ -CiO aryl, unsubstituted or substituted C ₆ -CiO aryloxy, unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl, unsubstituted or substituted heteroaryl comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S, unsubstituted or substituted C3-C10 carbocycle or unsubstituted or substituted heterocycle comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S; p and q are each independently 0, 1 , 2 or 3; each R4 is independently unsubstituted or substituted Ci-C ₆ alkyl; each R ₅ is independently unsubstituted or substituted Ci-C ₆ alkyl; and R ₆ is H or unsubstituted or substituted Ci-C ₆ alkyl.

[009] The present invention also provides pharmaceutical compositions comprising one or more compounds of formula I, II, III, 112, 113, III, HIl, III2 or III3 and one or more pharmaceutically acceptable carriers.

[010] The present invention also provides methods of treating a cell proliferative disorder by administering to a subject in need thereof, a therapeutically effective amount of a compound of formula I, II, III, 112, 113, III, IHl, III2 or III3, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof, in combination with a pharmaceutically acceptable carrier, such that the disorder is treated.

[011] The present invention also provides methods of treating cancer by administering to a subject in need thereof, a therapeutically effective amount of a compound of formula I, II, III , 112, 113, III, IHl, III2 or III3, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof, in combination with a pharmaceutically acceptable carrier, such that the cancer is treated.

[012] The present invention also provides methods of selectively inducing cell death in precancerous or cancerous cells by contacting a cell with an effective amount of a compound of formula I, II, III, 112, 113, III, IHl , III2 or III3, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof, in combination with a pharmaceutically acceptable carrier, such that contacting the cell results in selective induction of cell death in the precancerous or cancer cells.

[013] Unless otherwise defined, all technical and scientific terms used herein have the same meaning as commonly understood by one of ordinary skill in the art to which this invention belongs. In the specification, the singular forms also include the plural unless the context clearly dictates otherwise. Although methods and materials similar or equivalent to those described herein can be used in the practice or testing of the present invention, suitable methods and materials are described below. All publications, patent applications, patents and other references mentioned herein are incorporated by reference. The references cited herein are not admitted to be prior art to the claimed invention. In the case of conflict, the present specification, including definitions, will control. In addition, the materials, methods and examples are illustrative only and are not intended to be limiting.

[014] Other features and advantages of the invention will be apparent from the following detailed description and claims.

DETAILED DESCRIPTION OF THE INVENTION

[015] The present invention provides novel substituted dipyrido-pyrimido-diazepine compounds and novel substituted benzo-pyrido-pyrimido-diazepine compounds, synthetic methods for making the compounds, pharmaceutical compositions containing them and various uses of the compounds. [016] The present invention provides the compounds of formula I:

or a pharmaceutically acceptable salt or ester thereof, wherein:

X is R or NR ₂ R ₃ ;

Xi is N or CR _X1 ; X ₂ is N or CR _X2 ; X ₃ is N or CR _X3 , provided that at least one of Xi, X ₂ and X3 is N;

R is H, hydroxyl or -Q _R -T _R ;

Rχi, Rχ ₂ and Rχ3 are each independently H or unsubstituted or substituted Ci-C ₆ alkyl;

Ri is H or -Q-T;

R ₂ and R ₃ are each independently H or -Q-T, or R ₂ and R ₃ , together with the atom to which they attach, form a 5-, 6- or 7-membered ring which optionally comprises 1-4 heteroatoms selected from N, O and S and is optionally substituted;

Q and Q _R are each independently a bond or unsubstituted or substituted Ci-C ₆ alkyl linker;

T is H, unsubstituted or substituted Ci-C ₆ alkyl, unsubstituted or substituted C ₁ - C ₆ alkoxy, unsubstituted or substituted amino, unsubstituted or substituted Ci-C ₆ alkylamino, unsubstituted or substituted di-Ci-C ₆ alkylamino, unsubstituted or substituted C ₆ -CiO aryl, unsubstituted or substituted C ₆ -CiO aryloxy, unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl, unsubstituted or substituted heteroaryl comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S, unsubstituted or substituted C3-C ₁ 0 carbocycle or unsubstituted or substituted heterocycle comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S;

T _R is H, unsubstituted or substituted Ci-C ₆ alkyl, unsubstituted or substituted C ₁ - C ₆ alkoxy, unsubstituted or substituted C ₆ -CiO aryl, unsubstituted or substituted C ₆ -CiO aryloxy, unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl, unsubstituted or substituted heteroaryl comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S, unsubstituted or substituted C3-C ₁ 0 carbocycle or unsubstituted or substituted heterocycle comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S; p and q are each independently 0, 1 , 2 or 3; each R ₄ is independently unsubstituted or substituted Ci-C ₆ alkyl; each R ₅ is independently unsubstituted or substituted Ci-C ₆ alkyl; and

R ₆ is H or unsubstituted or substituted Ci-C ₆ alkyl. For example, at least one of Xi, X ₂ and X3 is N. [018] For example, at least X ₂ is N.

[019] For example, Xi is N.

[020] For example, Xi is CRχi.

[021] For example, Rχi is H.

[022] For example, Rχi is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[023] For example, X ₂ is N.

[024] For example, X ₂ is CR _X2 .

[025] For example, Rχ ₂ is H.

[026] For example, Rχ ₂ is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[027] For example, X3 is N.

[028] For example, X ₃ is CR _X3 .

[029] For example, R _x3 is H.

[030] For example, Rχ ₃ is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[031] For example, Ri is H.

[032] For example, Ri is -Q-T.

[033] For example, p is 0.

[034] For example, p is 1, 2 or 3.

[035] For example, each R ₄ is independently unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[036] For example, q is 0.

[037] For example, q is 1, 2 or 3.

[038] For example, each R ₅ is independently unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted. [039] For example, R ₆ is H or unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[040] For example, R ₆ is H.

[041] For example, one OfR ₂ and R3 is H.

[042] For example, both R ₂ and R3 are H.

[043] For example, one of R ₂ and R3 is -Q-T, and the other is H.

[044] For example, at least one of R ₂ and R3 is -Q-T.

[045] For example, both R ₂ and R3 are -Q-T.

[046] For example, Q is a bond.

[047] For example, when Q is a bond, T is not unsubstituted or substituted Ci-C ₆ alkoxy, unsubstituted or substituted amino, unsubstituted or substituted Ci-C ₆ alkylamino, unsubstituted or substituted di-Ci-C ₆ alkylamino or unsubstituted or substituted C ₆ -CiO aryloxy.

[048] For example, when both R ₂ and R ₃ are -Q-T and Q is a bond for both R ₂ and R ₃ , at least one T is not H.

[049] For example, Q is an unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl linker, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl.

[050] For example, Q is straight chain methyl, ethyl, propyl, butyl or pentyl linker.

[051] For example, T is H.

[052] For example, T is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydro xyl, halogen (e.g., fluorine (e.g., the substituted Ci-C ₆ alkyl is trifluoromethyl), chlorine, bromine and iodine), amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino) or di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino).

[053] For example, T is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkoxy, including but not limited to, methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine). [054] For example, T is amino optionally substituted with one or more groups selected from unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl), unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl) and unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl (e.g., phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl).

[055] For example, T is unsubstituted or substituted Ci-C ₆ alkylamino, including but not limited to, methylamino, ethylamino, propylamino, butylamino and pentylamino, wherein the alkyl of the Ci-C ₆ alkylamino is optionally substituted with one or more groups selected from hydroxyl, halogen (e.g, fluorine, chlorine, bromine and iodine) and amino.

[056] For example, T is unsubstituted or substituted di-Ci-C ₆ alkylamino, including but not limited to, dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino, wherein the alkyl of the di-Ci-C ₆ alkylamino is optionally substituted with one or more groups selected from hydroxyl, halogen (e.g, fluorine, chlorine, bromine and iodine) and amino.

[057] For example, T is unsubstituted phenyl or naphthyl.

[058] For example, T is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF ₃ ), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[059] For example, T is unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl selected from, but not limited to, phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl, wherein said phenyl is optionally substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[060] For example, T is unsubstituted phenoxy.

[061] For example, T is phenoxy substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[062] For example, T is heteroaryl selected from pyrrolyl, furanyl, thiophene, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, benzofuranyl, benzoxazolyl, benzodioxazolyl, benzothiazolyl, benzothiadiazolyl, benzoimidazolyl, benzothiophene, methylenedioxyphenyl, quinolinyl, isoquinolinyl, naphthrydinyl, indolyl, pyrrolopyridinyl and purinyl, and the like, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydro xyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), and unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)).

[063] For example, T is carbocycle selected from cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl and cycloheptyl, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl and halogen (e.g., fluorine, chlorine, bromine and iodine).

[064] For example, T is heterocycle selected from pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, tetrahyrofuranyl, piperidinyl, piperazinyl and morpholinyl, and the like, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF2), chlorine, bromine and iodine)), and unsubstituted or substituted Ci-C ₆ alkoxy (e.g. , methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)).

[065] For example, R ₂ and R3, together with the atom to which they attach, form a 5-, 6- or 7- membered ring, including but not limited to, pyrrolyl, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, piperidinyl, piperazinyl, morpholinyl, azepane, diazepane and triazepane, and the like, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), unsubstituted or substituted Ci-C ₆ alkylcarbonyl (e.g., methylcarbonyl, ethylcarbonyl, propylcarbonyl, i-propylcarbonyl, butylcarbonyl, i- butylcarbonyl and t-butylcarbonyl), and unsubstituted or substituted Ci-C ₆ alkoxycarbonyl (e.g., methoxycarbonyl, ethoxycarbonyl, propyloxycarbonyl, i-propyloxycarbonyl, butoxycarbonyl, i-butoxycarbonyl and t-butoxycarbonyl). [066] For example, R is H. [067] For example, R is hydroxyl. [068] For example, R is -Q _R -T _R . [069] For example, Q _R is a bond. [070] For example, when Q _R is a bond, T _R is not H. [071] For example, Q _R is an unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl linker, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl.

[072] For example, T _R is H.

[073] For example, T _R is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydro xyl, halogen (e.g., fluorine (e.g., the substituted Ci-C ₆ alkyl is trifluoromethyl), chlorine, bromine and iodine), amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino) or di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino).

[074] For example, T _R is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkoxy, including but not limited to, methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t- butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine).

[075] For example, T _R is unsubstituted phenyl or naphthyl.

[076] For example, T _R is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[077] For example, T _R is unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl selected from, but not limited to, phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl, wherein said phenyl is optionally substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[078] For example, T _R is unsubstituted phenoxy.

[079] For example, T _R is phenoxy substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[080] For example, T _R is heteroaryl selected from pyrrolyl, furanyl, thiophene, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, benzofuranyl, benzoxazolyl, benzodioxazolyl, benzothiazolyl, benzothiadiazolyl, benzoimidazolyl, benzothiophene, methylenedioxyphenyl, quinolinyl, isoquinolinyl, naphthrydinyl, indolyl, pyrrolopyridinyl and purinyl, and the like, and is optionally substituted with one, two or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), and unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i- propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)).

[081] For example, T _R is carbocycle selected from cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl and cycloheptyl, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl and halogen (e.g., fluorine, chlorine, bromine and iodine). [082] For example, T _R is heterocycle selected from pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, tetrahyrofuranyl, piperidinyl, piperazinyl and morpholinyl, and the like, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF2), chlorine, bromine and iodine)), and unsubstituted or substituted Ci-C ₆ alkoxy (e.g. , methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)). [083] The present invention provides the compounds of formula II:

or a pharmaceutically acceptable salt or ester thereof, wherein:

Xi is N or CRxi;

X ₃ is N or CR _X3 ;

Rxi and Rχ ₃ are each independently H or unsubstituted or substituted Ci-C ₆ alkyl;

R ₂ and R ₃ are each independently H or -Q-T, or R ₂ and R ₃ , together with the atom to which they attach, form a 5-, 6- or 7-membered ring which optionally comprises 1-4 heteroatoms selected from N, O and S and is optionally substituted;

Q is a bond or unsubstituted or substituted Ci-C ₆ alkyl linker;

T is H, unsubstituted or substituted Ci-C ₆ alkyl, unsubstituted or substituted Ci- C ₆ alkoxy, unsubstituted or substituted amino, unsubstituted or substituted Ci-C ₆ alkylamino, unsubstituted or substituted di-Ci-C ₆ alkylamino, unsubstituted or substituted C ₆ -Ci _O aryl, unsubstituted or substituted C ₆ -Ci _O aryloxy, unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl, unsubstituted or substituted heteroaryl comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S, unsubstituted or substituted C3-C10 carbocycle or unsubstituted or substituted heterocycle comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S; p and q are each independently 0, 1 , 2 or 3; each R4 is independently unsubstituted or substituted Ci-C ₆ alkyl; each R ₅ is independently unsubstituted or substituted Ci-C ₆ alkyl; and R ₆ is H or unsubstituted or substituted Ci-C ₆ alkyl.

[084] For example, Xi is N.

[085] For example, Xi is CRχi.

[086] For example, Rχi is H.

[087] For example, Rχi is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[088] For example, X ₃ is N.

[089] For example, X ₃ is CR _X3 .

[090] For example, R _x3 is H.

[091] For example, Rχ ₃ is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[092] For example, p is 0.

[093] For example, p is 1, 2 or 3.

[094] For example, each R ₄ is independently unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[095] For example, q is 0.

[096] For example, q is 1, 2 or 3.

[097] For example, each R ₅ is independently unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted. [098] For example, R ₆ is H or unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted.

[099] For example, R ₆ is H.

[0100] For example, one OfR ₂ and R3 is H.

[0101] For example, both R ₂ and R3 are H.

[0102] For example, one of R ₂ and R3 is -Q-T, and the other is H.

[0103] For example, at least one of R ₂ and R3 is -Q-T.

[0104] For example, both R ₂ and R ₃ are -Q-T.

[0105] For example, Q is a bond.

[0106] For example, when Q is a bond, T is not unsubstituted or substituted Ci-C ₆ alkoxy, unsubstituted or substituted amino, unsubstituted or substituted Ci-C ₆ alkylamino, unsubstituted or substituted di-Ci-C ₆ alkylamino or unsubstituted or substituted C ₆ -CiO aryloxy.

[0107] For example, when both R ₂ and R ₃ are -Q-T and Q is a bond for both R ₂ and R ₃ , at least one T is not H.

[0108] For example, Q is an unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl linker, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl.

[0109] For example, Q is straight chain methyl, ethyl, propyl, butyl or pentyl linker.

[0110] For example, T is H.

[0111] For example, T is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydro xyl, halogen (e.g., fluorine (e.g., the substituted Ci-C ₆ alkyl is trifluoromethyl), chlorine, bromine and iodine), amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino) or di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino).

[0112] For example, T is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl selected from methyl, ethyl, propyl, i-propyl, 1 -ethylpropyl, butyl and 1-methylbutyl.

[0113] For example, T is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkoxy, including but not limited to, methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine).

[0114] For example, T is amino optionally substituted with one or more groups selected from unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl), unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl) and unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl (e.g., phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl).

[0115] For example, T is unsubstituted or substituted Ci-C ₆ alkylamino, including but not limited to, methylamino, ethylamino, propylamino, butylamino and pentylamino, wherein the alkyl of the Ci-C ₆ alkylamino is optionally substituted with one or more groups selected from hydroxyl, halogen (e.g, fluorine, chlorine, bromine and iodine) and amino.

[0116] For example, T is unsubstituted or substituted di-Ci-C ₆ alkylamino, including but not limited to, dimethylamino, di ethylamino, dipropylamino, dibutylamino and dipentylamino, wherein the alkyl of the di-Ci-C ₆ alkylamino is optionally substituted with one or more groups selected from hydroxyl, halogen (e.g, fluorine, chlorine, bromine and iodine) and amino.

[0117] For example, T is dimethylamino or di ethylamino.

[0118] For example, T is unsubstituted phenyl or naphthyl.

[0119] For example, T is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0120] For example, T is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from methyl, ethyl, hydroxyl substituted ethyl, trifluoromethyl, halogen (e.g., fluorine, chlorine and bromine), methoxy, amino and phenyl. [0121] For example, T is unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl selected from, but not limited to, phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl, wherein said phenyl is optionally substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF ₃ or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF ₃ ), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0122] For example, T is unsubstituted phenoxy. [0123] For example, T is phenoxy substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0124] For example, T is heteroaryl selected from pyrrolyl, furanyl, thiophene, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, benzofuranyl, benzoxazolyl, benzodioxazolyl, benzothiazolyl, benzothiadiazolyl, benzoimidazolyl, benzothiophene, methylenedioxyphenyl, quinolinyl, isoquinolinyl, naphthrydinyl, indolyl, pyrrolopyridinyl and purinyl, and the like, and is optionally substituted with one, two or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), and unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i- propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)).

[0125] For example, T is heteroaryl selected from pyridinyl, pyrazinyl, indolyl and pyrrolopyridinyl, each of which is optionally substituted with one or more unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)). [0126] For example, T is carbocycle selected from cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl and cycloheptyl, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydro xyl and halogen (e.g., fluorine, chlorine, bromine and iodine).

[0127] For example, T is cyclohexyl optionally substituted with hydroxyl. [0128] For example, T is heterocycle selected from pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, tetrahyrofuranyl, piperidinyl, piperazinyl and morpholinyl, and the like, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), and unsubstituted or substituted Ci-C ₆ alkoxy (e.g. , methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)).

[0129] For example, T is heterocycle selected from pyrrolidinyl (e.g., 1 -pyrrolidinyl, 2- pyrrolidinyl and 3-pyrrolidinyl), pyrrolidinone (e.g., pyrrolidin-2-one) and piperidinyl (e.g., 1- piperidinyl, 2-piperidinyl, 3-piperidinyl and 4-piperidinyl), each of which is optionally substituted with one or more groups selected from unsubstituted or substituted Ci-C ₆ alkyl (e.g. , methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)). [0130] For example, R ₂ and R3, together with the atom to which they attach, form a 5-, 6- or 7- membered ring, including but not limited to, pyrrolyl, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, piperidinyl, piperazinyl, morpholinyl, azepane, diazepane and triazepane, and the like, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), unsubstituted or substituted Ci-C ₆ alkylcarbonyl (e.g., methylcarbonyl, ethylcarbonyl, propylcarbonyl, i-propylcarbonyl, butylcarbonyl, i- butylcarbonyl and t-butylcarbonyl), and unsubstituted or substituted Ci-C ₆ alkoxycarbonyl (e.g., methoxycarbonyl, ethoxycarbonyl, propyloxycarbonyl, i-propyloxycarbonyl, butoxycarbonyl, i-butoxycarbonyl and t-butoxycarbonyl).

[0131] For example, R ₂ and R ₃ , together with the atom to which they attach, form a piperazinyl ring (e.g., 1,4-piperazinyl).

[0132] For example, R ₂ and R ₃ , together with the atom to which they attach, form a 5-, 6- or 7- membered ring which optionally comprises 1 -4 heteroatoms selected from N, O and S and is optionally substituted with methylcarbonyl, ethylcarbonyl, propylcarbonyl, i-propylcarbonyl, butylcarbonyl or t-butylcarbonyl.

[0133] For example, R ₂ and R ₃ , together with the atom to which they attach, form a piperazinyl ring (e.g., 1,4-piperazinyl) ring optionally substituted with methylcarbonyl or t-butylcarbonyl. [0134] The present invention provides the compounds of formula III, 112 or 113: or a pharmaceutically acceptable salt or ester thereof, wherein:

R ₂ and R ₃ are each independently H or -Q-T, or R ₂ and R ₃ , together with the atom to which they attach, form a 5-, 6- or 7-membered ring which optionally comprises 1-4 heteroatoms selected from N, O and S and is optionally substituted; Q is a bond or unsubstituted or substituted Ci-C ₆ alkyl linker; and T is H, unsubstituted or substituted Ci-C ₆ alkyl, unsubstituted or substituted C ₁ - C ₆ alkoxy, unsubstituted or substituted amino, unsubstituted or substituted Ci-C ₆ alkylamino, unsubstituted or substituted di-Ci-C ₆ alkylamino, unsubstituted or substituted C ₆ -Ci _O aryl, unsubstituted or substituted C ₆ -Ci _O aryloxy, unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl, unsubstituted or substituted heteroaryl comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S, unsubstituted or substituted C3-C ₁ 0 carbocycle or unsubstituted or substituted heterocycle comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S.

[0135] For example, one of R ₂ and R3 is H.

[0136] For example, both R ₂ and R3 are H.

[0137] For example, one of R ₂ and R3 is -Q-T, and the other is H.

[0138] For example, at least one of R ₂ and R3 is -Q-T.

[0139] For example, both R ₂ and R ₃ are -Q-T.

[0140] For example, Q is a bond.

[0141] For example, when Q is a bond, T is not unsubstituted or substituted Ci-C ₆ alkoxy, unsubstituted or substituted amino, unsubstituted or substituted Ci-C ₆ alkylamino, unsubstituted or substituted di-Ci-C ₆ alkylamino or unsubstituted or substituted C ₆ -Ci _O aryloxy.

[0142] For example, when both R ₂ and R ₃ are -Q-T and Q is a bond for both R ₂ and R ₃ , at least one T is not H. [0143] For example, Q is an unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl linker, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl.

[0144] For example, Q is straight chain methyl, ethyl, propyl, butyl or pentyl linker.

[0145] For example, T is H.

[0146] For example, T is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydro xyl, halogen (e.g., fluorine (e.g., the substituted Ci-C ₆ alkyl is trifluoromethyl), chlorine, bromine and iodine), amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino) or di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino).

[0147] For example, T is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl selected from methyl, ethyl, propyl, i-propyl, 1 -ethylpropyl, butyl and 1-methylbutyl.

[0148] For example, T is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkoxy, including but not limited to, methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine).

[0149] For example, T is amino optionally substituted with one or more groups selected from unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl), unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl) and unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl (e.g., phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl).

[0150] For example, T is unsubstituted or substituted Ci-C ₆ alkylamino, including but not limited to, methylamino, ethylamino, propylamino, butylamino and pentylamino, wherein the alkyl of the Ci-C ₆ alkylamino is optionally substituted with one or more groups selected from hydroxyl, halogen (e.g, fluorine, chlorine, bromine and iodine) and amino.

[0151] For example, T is unsubstituted or substituted di-Ci-C ₆ alkylamino, including but not limited to, dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino, wherein the alkyl of the di-Ci-C ₆ alkylamino is optionally substituted with one or more groups selected from hydroxyl, halogen (e.g, fluorine, chlorine, bromine and iodine) and amino.

[0152] For example, T is dimethylamino or diethylamino.

[0153] For example, T is unsubstituted phenyl or naphthyl.

[0154] For example, T is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0155] For example, T is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from methyl, ethyl, hydroxyl substituted ethyl, trifluoromethyl, halogen (e.g., fluorine, chlorine and bromine), methoxy, amino and phenyl. [0156] For example, T is unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl selected from, but not limited to, phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl, wherein said phenyl is optionally substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0157] For example, T is unsubstituted phenoxy.

[0158] For example, T is phenoxy substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF ₃ ), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0159] For example, T is heteroaryl selected from pyrrolyl, furanyl, thiophene, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, benzofuranyl, benzoxazolyl, benzodioxazolyl, benzothiazolyl, benzothiadiazolyl, benzoimidazolyl, benzothiophene, methylenedioxyphenyl, quinolinyl, isoquinolinyl, naphthrydinyl, indolyl, pyrrolopyridinyl and purinyl, and the like, and is optionally substituted with one, two or more groups, each of which can be the same or different, selected from hydro xyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), and unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i- propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)).

[0160] For example, T is heteroaryl selected from pyridinyl, pyrazinyl, indolyl and pyrrolopyridinyl, each of which is optionally substituted with one or more unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)). [0161] For example, T is carbocycle selected from cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl and cycloheptyl, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl and halogen (e.g., fluorine, chlorine, bromine and iodine).

[0162] For example, T is cyclohexyl optionally substituted with hydroxyl. [0163] For example, T is heterocycle selected from pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, tetrahyrofuranyl, piperidinyl, piperazinyl and morpholinyl, and the like, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g. , methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF2), chlorine, bromine and iodine)), and unsubstituted or substituted Ci-C ₆ alkoxy (e.g. , methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)).

[0164] For example, T is heterocycle selected from pyrrolidinyl (e.g., 1 -pyrrolidinyl, 2- pyrrolidinyl and 3-pyrrolidinyl), pyrrolidinone (e.g., pyrrolidin-2-one) and piperidinyl (e.g., 1- piperidinyl, 2-piperidinyl, 3-piperidinyl and 4-piperidinyl), each of which is optionally substituted with one or more groups selected from unsubstituted or substituted Ci-C ₆ alkyl (e.g. , methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF2), chlorine, bromine and iodine)).

[0165] For example, R ₂ and R3, together with the atom to which they attach, form a 5-, 6- or 7- membered ring, including but not limited to, pyrrolyl, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, piperidinyl, piperazinyl, morpholinyl, azepane, diazepane and triazepane, and the like, and is optionally substituted with one or more groups, each of which can be the same or different, selected from hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenediox and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), unsubstituted or substituted Ci-C ₆ alkylcarbonyl (e.g., methylcarbonyl, ethylcarbonyl, propylcarbonyl, i-propylcarbonyl, butylcarbonyl, i- butylcarbonyl and t-butylcarbonyl), and unsubstituted or substituted Ci-C ₆ alkoxycarbonyl (e.g., methoxycarbonyl, ethoxycarbonyl, propyloxycarbonyl, i-propyloxycarbonyl, butoxycarbonyl, i-butoxycarbonyl and t-butoxycarbonyl). [0166] For example, R ₂ and R ₃ , together with the atom to which they attach, form a piperazinyl ring (e.g., 1 ,4-piperazinyl) ring.

[0167] For example, R ₂ and R3, together with the atom to which they attach, form a 5-, 6- or 7- membered ring which optionally comprises 1-4 heteroatoms selected from N, O and S and is optionally substituted with methylcarbonyl, ethylcarbonyl, propylcarbonyl, i-propylcarbonyl, butylcarbonyl or t-butylcarbonyl.

[0168] For example, R ₂ and R ₃ , together with the atom to which they attach, form a piperazinyl ring (e.g., 1 ,4-piperazinyl) ring optionally substituted with methylcarbonyl or t-butylcarbonyl.

[0169] The present invention provides the compounds of formula III:

or a pharmaceutically acceptable salt or ester thereof, wherein:

Xi is N or CRxi;

X ₃ is N or CR _X3 ;

Rxi and Rχ ₃ are each independently H or unsubstituted or substituted Ci-C ₆ alkyl;

R is H, hydroxyl or -Q _R -T _R ;

Q _R is a bond or unsubstituted or substituted Ci-C ₆ alkyl linker;

T _R is H, unsubstituted or substituted Ci-C ₆ alkyl, unsubstituted or substituted Ci- C ₆ alkoxy, unsubstituted or substituted C ₆ -CiO aryl, unsubstituted or substituted C ₆ -CiO aryloxy, unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl, unsubstituted or substituted heteroaryl comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S, unsubstituted or substituted C ₃ -CiO carbocycle or unsubstituted or substituted heterocycle comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S; p and q are each independently 0, 1 , 2 or 3; each R ₄ is independently unsubstituted or substituted Ci-C ₆ alkyl; each R ₅ is independently unsubstituted or substituted Ci-C ₆ alkyl; and R ₆ is H or unsubstituted or substituted Ci-C ₆ alkyl. [0170] For example, Xi is N. [0171] For example, Xi is CRχi. [0172] For example, Rχi is H.

[0173] For example, Rχi is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted. [0174] For example, X ₃ is N. [0175] For example, X ₃ is CR _X3 . [0176] For example, Rχ ₃ is H.

[0177] For example, Rχ ₃ is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted. [0178] For example, p is 0. [0179] For example, p is 1, 2 or 3.

[0180] For example, each R ₄ is independently unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted. [0181] For example, q is 0. [0182] For example, q is 1, 2 or 3.

[0183] For example, each R ₅ is independently unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted. [0184] For example, R ₆ is H or unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted. [0185] For example, R ₆ is H. [0186] For example, R is H. [0187] For example, R is hydroxyl. [0188] For example, R is -Q _R -T _R . [0189] For example, Q _R is a bond. [0190] For example, when Q _R is a bond, T _R is not H.

[0191] For example, Q _R is an unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl linker, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl.

[0192] For example, T _R is H.

[0193] For example, T _R is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted Ci-C ₆ alkyl is trifluoromethyl), chlorine, bromine and iodine).

[0194] For example, T _R is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkoxy, including but not limited to, methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t- butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine).

[0195] For example, T _R is unsubstituted phenyl or naphthyl.

[0196] For example, T _R is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0197] For example, T _R is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from methyl, ethyl, propyl, i-propyl, butyl and t-butyl. [0198] For example, T _R is unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl selected from, but not limited to, phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl, wherein said phenyl is optionally substituted. [0199] For example, T _R is unsubstituted phenoxy.

[0200] For example, T _R is phenoxy substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0201] For example, T _R is heteroaryl selected from pyrrolyl, furanyl, thiophene, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, benzofuranyl, benzoxazolyl, benzodioxazolyl, benzothiazolyl, benzothiadiazolyl, benzoimidazolyl, benzothiophene, methylenedioxyphenyl, quinolinyl, isoquinolinyl, naphthrydinyl, indolyl, pyrrolopyridinyl and purinyl, and the like, and is optionally substituted.

[0202] For example, T _R is carbocycle selected from cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl and cycloheptyl, and is optionally substituted.

[0203] For example, T _R is heterocycle selected from pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, tetrahyrofuranyl, piperidinyl, piperazinyl and morpholinyl, and the like, and is optionally substituted.

[0204] The present invention provides the compounds of formula III 1 , III2 or III3:

or a pharmaceutically acceptable salt or ester thereof, wherein: R is H, hydroxyl or -Q _R -T _R ;

Q _R is a bond or unsubstituted or substituted Ci-C ₆ alkyl linker; and T _R is H, unsubstituted or substituted Ci-C ₆ alkyl, unsubstituted or substituted C ₁ - C ₆ alkoxy, unsubstituted or substituted C ₆ -CiO aryl, unsubstituted or substituted C ₆ -CiO aryloxy, unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl, unsubstituted or substituted heteroaryl comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S, unsubstituted or substituted C3-C10 carbocycle or unsubstituted or substituted heterocycle comprising one or two 5- or 6-membered rings and 1-4 heteroatoms selected from N, O and S.

[0205] For example, R is H.

[0206] For example, R is hydroxyl.

[0207] For example, R is -Q _R -T _R .

[0208] For example, Q _R is a bond.

[0209] For example, when Q _R is a bond, T _R is not H.

[0210] For example, Q _R is an unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl linker, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl. [0211] For example, T _R is H.

[0212] For example, T _R is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkyl, including but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydro xyl or halogen (e.g., fluorine (e.g., the substituted Ci-C ₆ alkyl is trifluoromethyl), chlorine, bromine and iodine). [0213] For example, T _R is unsubstituted or substituted, straight chain or branched Ci-C ₆ alkoxy, including but not limited to, methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t- butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine). [0214] For example, T _R is unsubstituted phenyl or naphthyl.

[0215] For example, T _R is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -Ci _O aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0216] For example, T _R is phenyl substituted with one, two or more groups, each of which can be the same or different, selected from methyl, ethyl, propyl, i-propyl, butyl and t-butyl. [0217] For example, T _R is unsubstituted or substituted C ₆ -CiO aryl-Ci-C ₆ alkyl selected from, but not limited to, phenylmethyl (i.e., benzyl), phenylethyl, phenylpropyl, phenyl-isopropyl, phenylbutyl, phenylpentyl and phenylhexyl, wherein said phenyl is optionally substituted. [0218] For example, T _R is unsubstituted phenoxy.

[0219] For example, T _R is phenoxy substituted with one, two or more groups, each of which can be the same or different, selected from: a) hydroxyl, halogen (e.g., fluorine, chlorine, bromine and iodine), nitro, cyano, b) unsubstituted or substituted Ci-C ₆ alkyl (e.g., methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl and n-hexyl, each of which is optionally substituted with hydroxyl or halogen (e.g., fluorine (e.g., the substituted alkyl is -CF3 or -CHF ₂ ), chlorine, bromine and iodine)), c) unsubstituted or substituted Ci-C ₆ alkoxy (e.g., methoxy, ethoxy, propyloxy, i-propyloxy, butoxy, t-butoxy, methylenedioxy and ethylenedioxy, each of which is optionally substituted with halogen (e.g., fluorine (e.g., the substituted alkoxy is -OCF3), chlorine, bromine and iodine)), d) amino, Ci-C ₆ alkylamino (e.g., methylamino, ethylamino, propylamino, butylamino and pentylamino), di-Ci-C ₆ alkylamino (e.g., dimethylamino, diethylamino, dipropylamino, dibutylamino and dipentylamino), and e) unsubstituted or substituted C ₆ -CiO aryl (e.g., phenyl or naphthyl, which is optionally substituted).

[0220] For example, T _R is heteroaryl selected from pyrrolyl, furanyl, thiophene, thiazolyl, isothiazolyl, imidazolyl, triazolyl, tetrazolyl, pyrazolyl, oxazolyl, isoxazolyl, pyridinyl, pyrazinyl, pyridazinyl, pyrimidinyl, benzofuranyl, benzoxazolyl, benzodioxazolyl, benzothiazolyl, benzothiadiazolyl, benzoimidazolyl, benzo thiophene, methylenedioxyphenyl, quinolinyl, isoquinolinyl, naphthrydinyl, indolyl, pyrrolopyridinyl and purinyl, and the like, and is optionally substituted.

[0221] For example, T _R is carbocycle selected from cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl and cycloheptyl, and is optionally substituted. [0222] For example, T _R is heterocycle selected from pyrrolidinyl, pyrrolidinone, imidazolidinyl, pyrazolidinyl, oxazolidinyl, isoxazolidinyl, triazolidinyl, tetrahyrofuranyl, piperidinyl, piperazinyl and morpholinyl, and the like, and is optionally substituted. [0223] Representative compounds of the present invention include compounds listed in Table 1.

[0224] As used herein, "alkyl", "Ci, C ₂ , C ₃ , C ₄ , C ₅ or C ₆ alkyl" or "Ci-C ₆ alkyl" is intended to include C ₁ , C ₂ , C ₃ , C ₄ , C ₅ or C ₆ straight chain (linear) saturated aliphatic hydrocarbon groups and C ₃ , C ₄ , C ₅ or C ₆ branched saturated aliphatic hydrocarbon groups. For example, C1-C6 alkyl is intended to include Ci, C ₂ , C ₃ , C ₄ , C ₅ and C ₆ alkyl groups. Examples of alkyl include, moieties having from one to six carbon atoms, such as, but not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, s-pentyl or n-hexyl.

[0225] In certain embodiments, a straight chain or branched alkyl has six or fewer carbon atoms (e.g., Ci-C ₆ for straight chain, C ₃ -C ₆ for branched chain), and in another embodiment, a straight chain or branched alkyl has four or fewer carbon atoms.

[0226] "Heteroalkyl" groups are alkyl groups, as defined above, that have an oxygen, nitrogen, sulfur or phosphorous atom replacing one or more hydrocarbon backbone carbon atoms.

[0227] As used herein, the term "cycloalkyl", "C ₃ , C ₄ , C ₅ , C ₆ , C ₇ or C ₈ cycloalkyl" or "C ₃ -C ₈ cycloalkyl" is intended to include hydrocarbon rings having from three to eight carbon atoms in their ring structure. In one embodiment, a cycloalkyl group has five or six carbons in the ring structure.

[0228] The term "substituted alkyl" refers to alkyl moieties having substituents replacing one or more hydrogen atoms on one or more carbons of the hydrocarbon backbone. Such substituents can include, for example, alkyl, alkenyl, alkynyl, halogen, hydroxyl, alkylcarbonyloxy, arylcarbonyloxy, alkoxycarbonyloxy, aryloxycarbonyloxy, carboxylate, alkylcarbonyl, arylcarbonyl, alkoxycarbonyl, aminocarbonyl, alkylaminocarbonyl, dialkylaminocarbonyl, alkylthiocarbonyl, alkoxyl, phosphate, phosphonato, phosphinato, amino

(including alkylamino, dialkylamino, arylamino, diarylamino and alkylarylamino), acylamino

(including alkylcarbonylamino, arylcarbonylamino, carbamoyl and ureido), amidino, imino, sulfhydryl, alkylthio, arylthio, thiocarboxylate, sulfates, alkylsulfinyl, sulfonato, sulfamoyl, sulfonamido, nitro, trifluoromethyl, cyano, azido, heterocyclyl, alkylaryl, or an aromatic or heteroaromatic moiety. Cycloalkyls can be further substituted, e.g., with the substituents described above. An "alkylaryl" or an "aralkyl" moiety is an alkyl substituted with an aryl

(e.g., phenylmethyl (benzyl)).

[0229] Unless the number of carbons is otherwise specified, "lower alkyl" includes an alkyl group, as defined above, having from one to six, or in another embodiment from one to four, carbon atoms in its backbone structure. "Lower alkenyl" and "lower alkynyl" have chain lengths of, for example, two to six or of two to four carbon atoms.

[0230] As used herein, "alkyl linker" is intended to include C ₁ , C ₂ , C ₃ , C ₄ , C5 or C ₆ straight chain (linear) saturated aliphatic hydrocarbon groups and C ₃ , C ₄ , C5 or C ₆ branched saturated aliphatic hydrocarbon groups. For example, C ₁ -C ₆ alkyl linker is intended to include Ci, C ₂ , C ₃ , C ₄ , C ₅ and C _d alkyl linker groups. Examples of alkyl linker include, moieties having from one to six carbon atoms, such as, but not limited to, methyl (-CH ₂ -), ethyl (-CH ₂ CH ₂ -), n-propyl (-CH ₂ CH ₂ CH ₂ -), i-propyl (-CHCH ₃ CH ₂ -), n-butyl (-CH ₂ CH ₂ CH ₂ CH ₂ -), s-butyl (- CHCH ₃ CH ₂ CH ₂ -), i-butyl (-C(CHs) ₂ CH ₂ -), n-pentyl (-CH ₂ CH ₂ CH ₂ CH ₂ CH ₂ -), s-pentyl (- CHCH ₃ CH ₂ CH ₂ CH ₂ -) or n-hexyl (-CH ₂ CH ₂ CH ₂ CH ₂ CH ₂ CH ₂ -).

[0231] "Alkenyl" includes unsaturated aliphatic groups analogous in length and possible substitution to the alkyls described above, but that contain at least one double bond. For example, the term "alkenyl" includes straight chain alkenyl groups {e.g., ethenyl, propenyl, butenyl, pentenyl, hexenyl, heptenyl, octenyl, nonenyl, decenyl), branched alkenyl groups, cycloalkenyl {e.g., alicyclic) groups {e.g., cyclopropenyl, cyclopentenyl, cyclohexenyl, cycloheptenyl, cyclooctenyl), alkyl or alkenyl substituted cycloalkenyl groups, and cycloalkyl or cycloalkenyl substituted alkenyl groups. In certain embodiments, a straight chain or branched alkenyl group has six or fewer carbon atoms in its backbone {e.g. , C ₂ -C ₆ for straight chain, C ₃ -C ₆ for branched chain). Likewise, cycloalkenyl groups may have from five to eight carbon atoms in their ring structure, and in one embodiment, cycloalkenyl groups have five or six carbons in the ring structure. The term "C ₂ -C ₆ " includes alkenyl groups containing two to six carbon atoms. The term "C ₃ -C ₆ " includes alkenyl groups containing three to six carbon atoms.

[0232] "Hetero alkenyl" includes alkenyl groups, as defined herein, having an oxygen, nitrogen, sulfur or phosphorous atom replacing one or more hydrocarbon backbone carbons. [0233] The term "substituted alkenyl" refers to alkenyl moieties having substituents replacing one or more hydrogen atoms on one or more hydrocarbon backbone carbon atoms. Such substituents can include, for example, alkyl, alkenyl, alkynyl, halogen, hydroxyl, alkylcarbonyloxy, arylcarbonyloxy, alkoxycarbonyloxy, aryloxycarbonyloxy, carboxylate, alkylcarbonyl, arylcarbonyl, alkoxycarbonyl, aminocarbonyl, alkylaminocarbonyl, dialkylaminocarbonyl, alkylthiocarbonyl, alkoxyl, phosphate, phosphonato, phosphinato, amino (including alkylamino, dialkylamino, arylamino, diarylamino and alkylarylamino), acylamino (including alkylcarbonylamino, arylcarbonylamino, carbamoyl and ureido), amidino, imino, sulfhydryl, alkylthio, arylthio, thiocarboxylate, sulfates, alkylsulfinyl, sulfonato, sulfamoyl, sulfonamido, nitro, trifluoromethyl, cyano, heterocyclyl, alkylaryl, or an aromatic or hetero aromatic moiety.

[0234] "Alkynyl" includes unsaturated aliphatic groups analogous in length and possible substitution to the alkyls described above, but which contain at least one triple bond. For example, "alkynyl" includes straight chain alkynyl groups (e.g., ethynyl, propynyl, butynyl, pentynyl, hexynyl, heptynyl, octynyl, nonynyl, decynyl), branched alkynyl groups, and cycloalkyl or cycloalkenyl substituted alkynyl groups. In certain embodiments, a straight chain or branched alkynyl group has six or fewer carbon atoms in its backbone (e.g. , C ₂ -C ₆ for straight chain, C3-C6 for branched chain). The term "C ₂ -C ₆ " includes alkynyl groups containing two to six carbon atoms. The term "Cs-C ₆ " includes alkynyl groups containing three to six carbon atoms.

[0235] "Hetero alkynyl" includes alkynyl groups, as defined herein, having an oxygen, nitrogen, sulfur or phosphorous atom replacing one or more hydrocarbon backbone carbons. [0236] The term "substituted alkynyl" refers to alkynyl moieties having substituents replacing one or more hydrogen atoms on one or more hydrocarbon backbone carbon atoms. Such substituents can include, for example, alkyl, alkenyl, alkynyl, halogen, hydroxyl, alkylcarbonyloxy, arylcarbonyloxy, alkoxycarbonyloxy, aryloxycarbonyloxy, carboxylate, alkylcarbonyl, arylcarbonyl, alkoxycarbonyl, aminocarbonyl, alkylaminocarbonyl, dialkylaminocarbonyl, alkylthiocarbonyl, alkoxyl, phosphate, phosphonato, phosphinato, amino (including alkylamino, dialkylamino, arylamino, diarylamino and alkylarylamino), acylamino (including alkylcarbonylamino, arylcarbonylamino, carbamoyl and ureido), amidino, imino, sulfhydryl, alkylthio, arylthio, thiocarboxylate, sulfates, alkylsulfinyl, sulfonato, sulfamoyl, sulfonamido, nitro, trifluoromethyl, cyano, azido, heterocyclyl, alkylaryl, or an aromatic or hetero aromatic moiety.

[0237] "Aryl" includes groups with aromaticity, including "conjugated", or multicyclic, systems with at least one aromatic ring. Examples include phenyl, benzyl, etc. [0238] "Heteroaryl" groups are aryl groups, as defined above, having from one to four heteroatoms in the ring structure, and may also be referred to as "aryl heterocycles" or "heteroaromatics". As used herein, the term "heteroaryl" is intended to include a stable 5-, 6-, or 7-membered monocyclic or 7-, 8-, 9-, 10-, 11- or 12-membered bicyclic aromatic heterocyclic ring which consists of carbon atoms and one or more heteroatoms, e.g., 1 or 1-2 or 1-3 or 1-4 or 1-5 or 1-6 heteroatoms, or e.g., I, 2, 3, 4, 5, or 6 hetero atoms, independently selected from the group consisting of nitrogen, oxygen and sulfur. The nitrogen atom may be substituted or unsubstituted (i.e., N or NR wherein R is H or other substituents, as defined). The nitrogen and sulfur heteroatoms may optionally be oxidized (i.e., N— >O and S(O) _P , where p = 1 or 2). It is to be noted that total number of S and O atoms in the aromatic heterocycle is not more than 1.

[0239] Examples of heteroaryl groups include pyrrole, furan, thiophene, thiazole, isothiazole, imidazole, triazole, tetrazole, pyrazole, oxazole, isoxazole, pyridine, pyrazine, pyridazine, pyrimidine, and the like.

[0240] Furthermore, the terms "aryl" and "heteroaryl" include multicyclic aryl and heteroaryl groups, e.g., tricyclic, bicyclic, e.g., naphthalene, benzoxazole, benzodioxazole, benzothiazole, benzoimidazole, benzothiophene, methylenedioxyphenyl, quinoline, isoquinoline, naphthrydine, indole, benzofuran, purine, benzo furan, deazapurine, indolizine. [0241] In the case of multicyclic aromatic rings, only one of the rings needs to be aromatic (e.g., 2,3-dihydroindole), although all of the rings may be aromatic (e.g., quinoline). The second ring can also be fused or bridged.

[0242] The aryl or heteroaryl aromatic ring can be substituted at one or more ring positions with such substituents as described above, for example, alkyl, alkenyl, akynyl, halogen, hydroxyl, alkoxy, alkylcarbonyloxy, arylcarbonyloxy, alkoxycarbonyloxy, aryloxycarbonyloxy, carboxylate, alkylcarbonyl, alkylaminocarbonyl, aralkylaminocarbonyl, alkenylaminocarbonyl, alkylcarbonyl, arylcarbonyl, aralkylcarbonyl, alkenylcarbonyl, alkoxycarbonyl, aminocarbonyl, alkylthiocarbonyl, phosphate, phosphonato, phosphinato, amino (including alkylamino, dialkylamino, arylamino, diarylamino and alkylarylamino), acylamino (including alkylcarbonylamino, arylcarbonylamino, carbamoyl and ureido), amidino, imino, sulfhydryl, alkylthio, arylthio, thio carboxylate, sulfates, alkylsulfinyl, sulfonato, sulfamoyl, sulfonamido, nitro, trifluoromethyl, cyano, azido, heterocyclyl, alkylaryl, or an aromatic or heteroaromatic moiety. Aryl groups can also be fused or bridged with alicyclic or heterocyclic rings, which are not aromatic so as to form a multicyclic system (e.g., tetralin, methylenedioxyphenyl).

[0243] As used herein, "carbocycle" or "carbocyclic ring" is intended to include any stable monocyclic, bicyclic or tricyclic ring having the specified number of carbons, any of which may be saturated, unsaturated, or aromatic. For example, a C3-C14 carbocycle is intended to include a monocyclic, bicyclic or tricyclic ring having 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13 or 14 carbon atoms. Examples of carbocycles include, but are not limited to, cyclopropyl, cyclobutyl, cyclobutenyl, cyclopentyl, cyclopentenyl, cyclohexyl, cycloheptenyl, cycloheptyl, cycloheptenyl, adamantyl, cyclooctyl, cyclooctenyl, cyclooctadienyl, fluorenyl, phenyl, naphthyl, indanyl, adamantyl and tetrahydronaphthyl. Bridged rings are also included in the definition of carbocycle, including, for example, [3.3.0]bicyclooctane, [4.3.0]bicyclononane, [4.4.0]bicyclodecane and [2.2.2]bicyclooctane. A bridged ring occurs when one or more carbon atoms link two non-adjacent carbon atoms. In one embodiment, bridge rings are one or two carbon atoms. It is noted that a bridge always converts a monocyclic ring into a tricyclic ring. When a ring is bridged, the substituents recited for the ring may also be present on the bridge. Fused (e.g., naphthyl, tetrahydronaphthyl) and spiro rings are also included. [0244] As used herein, "heterocycle" includes any ring structure (saturated or partially unsaturated) which contains at least one ring heteroatom (e.g., N, O or S). Examples of heterocycles include, but are not limited to, morpholine, pyrrolidine, tetrahydrothiophene, piperidine, piperazine and tetrahydrofuran.

[0245] Examples of heterocyclic groups include, but are not limited to, acridinyl, azocinyl, benzimidazolyl, benzofuranyl, benzothiofuranyl, benzothiophenyl, benzoxazolyl, benzoxazolinyl, benzthiazolyl, benztriazolyl, benztetrazolyl, benzisoxazolyl, benzisothiazolyl, benzimidazolinyl, carbazolyl, 4aH-carbazolyl, carbolinyl, chromanyl, chromenyl, cinnolinyl, decahydroquinolinyl, 2H,6H-l,5,2-dithiazinyl, dihydrofuro[2,3-δ]tetrahydrofuran, furanyl, furazanyl, imidazolidinyl, imidazolinyl, imidazolyl, lH-indazolyl, indolenyl, indolinyl, indolizinyl, indolyl, 3Η-indolyl, isatinoyl, isobenzo furanyl, isochromanyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, isothiazolyl, isoxazolyl, methylenedioxyphenyl, morpholinyl, naphthyridinyl, octahydroisoquinolinyl, oxadiazolyl, 1,2,3-oxadiazolyl, 1,2,4- oxadiazolyl, 1,2,5-oxadiazolyl, 1,3,4-oxadiazolyl, l,2,4-oxadiazol5(4H)-one, oxazolidinyl, oxazolyl, oxindolyl, pyrimidinyl, phenanthridinyl, phenanthrolinyl, phenazinyl, phenothiazinyl, phenoxathinyl, phenoxazinyl, phthalazinyl, piperazinyl, piperidinyl, piperidonyl, 4-piperidonyl, piperonyl, pteridinyl, purinyl, pyranyl, pyrazinyl, pyrazolidinyl, pyrazolinyl, pyrazolyl, pyridazinyl, pyridooxazole, pyridoimidazole, pyridothiazole, pyridinyl, pyridyl, pyrimidinyl, pyrrolidinyl, pyrrolinyl, 2H-pyrrolyl, pyrrolyl, quinazolinyl, quinolinyl, 4H-quinolizinyl, quinoxalinyl, quinuclidinyl, tetrahydrofuranyl, tetrahydroisoquinolinyl, tetrahydroquinolinyl, tetrazolyl, 6H-l,2,5-thiadiazinyl, 1,2,3-thiadiazolyl, 1,2,4-thiadiazolyl, 1,2,5-thiadiazolyl, 1,3,4- thiadiazolyl, thianthrenyl, thiazolyl, thienyl, thienothiazolyl, thienooxazolyl, thienoimidazolyl, thiophenyl, triazinyl, 1,2,3-triazolyl, 1,2,4-triazolyl, 1,2,5-triazolyl, 1,3,4-triazolyl and xanthenyl.

[0246] The term "substituted", as used herein, means that any one or more hydrogen atmos on the designated atom is replaced with a selection from the indicated groups, provided that the designated atom's normal valency is not exceeded, and that the substitution results in a stable compound. When a substituent is keto(z.e., =0), then 2 hydrogen atoms on the atom are replaced. Keto substituents are not present on aromatic moieties. Ring double bonds, as used herein, are double bonds that are formed between two adjacent ring atoms (e.g., C=C, C=N or N=N). "Stable compound" and "stable structure" are meant to indicate a compound that is sufficiently robust to survive isolation to a useful degree of purity from a reaction mixture, and formulation into an efficacious therapeutic agent.

[0247] When a bond to a substituent is shown to cross a bond connecting two atoms in a ring, then such substituent may be bonded to any atom in the ring. When a substituent is listed without indicating the atom via which such substituent is bonded to the rest of the compound of a given formula, then such substituent may be bonded via any atom in such formula. Combinations of substituents and/or variables are permissible, but only if such combinations result in stable compounds.

[0248] When any variable (e.g., Ri) occurs more than one time in any constituent or formula for a compound, its definition at each occurrence is independent of its definition at every other occurrence. Thus, for example, if a group is shown to be substituted with 0-2 Ri moieties, then the group may optionally be substituted with up to two Ri moieties and Ri at each occurrence is selected independently from the definition of Ri. Also, combinations of substituents and/or variables are permissible, but only if such combinations result in stable compounds. [0249] The term "hydroxy" or "hydroxyl" includes groups with an -OH or -O ^" . [0250] As used herein, "halo" or "halogen" refers to fluoro, chloro, bromo and iodo. The term "perhalogenated" generally refers to a moiety wherein all hydrogen atoms are replaced by halogen atoms. [0251] The term "carbonyl" or "carboxy" includes compounds and moieties which contain a carbon connected with a double bond to an oxygen atom. Examples of moieties containing a carbonyl include, but are not limited to, aldehydes, ketones, carboxylic acids, amides, esters, anhydrides, etc.

[0252] "Acyl" includes moieties that contain the acyl radical (-C(O)-) or a carbonyl group. "Substituted acyl" includes acyl groups where one or more of the hydrogen atoms are replaced by, for example, alkyl groups, alkynyl groups, halogen, hydroxyl, alkylcarbonyloxy, arylcarbonyloxy, alkoxycarbonyloxy, aryloxycarbonyloxy, carboxylate, alkylcarbonyl, arylcarbonyl, alkoxycarbonyl, aminocarbonyl, alkylaminocarbonyl, dialkylaminocarbonyl, alkylthiocarbonyl, alkoxyl, phosphate, phosphonato, phosphinato, amino (including alkylamino, dialkylamino, arylamino, diarylamino and alkylarylamino), acylamino (including alkylcarbonylamino, arylcarbonylamino, carbamoyl and ureido), amidino, imino, sulfhydryl, alkylthio, arylthio, thiocarboxylate, sulfates, alkylsulfϊnyl, sulfonato, sulfamoyl, sulfonamido, nitro, trifluoromethyl, cyano, azido, heterocyclyl, alkylaryl, or an aromatic or heteroaromatic moiety.

[0253] "Aroyl" includes moieties with an aryl or heteroaromatic moiety bound to a carbonyl group. Examples of aroyl groups include phenylcarboxy, naphthyl carboxy, etc. [0254] "Alkoxyalkyl", "alkylamino alkyl" and "thioalkoxyalkyl" include alkyl groups, as described above, wherein oxygen, nitrogen or sulfur atoms replace one or more hydrocarbon backbone carbon atoms.

[0255] The term "alkoxy" or "alkoxyl" includes substituted and unsubstituted alkyl, alkenyl and alkynyl groups covalently linked to an oxygen atom. Examples of alkoxy groups or alkoxyl radicals include, but are not limited to, methoxy, ethoxy, isopropyloxy, propoxy, butoxy and pentoxy groups. Examples of substituted alkoxy groups include halogenated alkoxy groups. The alkoxy groups can be substituted with groups such as alkenyl, alkynyl, halogen, hydroxyl, alkylcarbonyloxy, arylcarbonyloxy, alkoxycarbonyloxy, aryloxycarbonyloxy, carboxylate, alkylcarbonyl, arylcarbonyl, alkoxycarbonyl, aminocarbonyl, alkylaminocarbonyl, dialkylaminocarbonyl, alkylthiocarbonyl, alkoxyl, phosphate, phosphonato, phosphinato, amino (including alkylamino, dialkylamino, arylamino, diarylamino, and alkylarylamino), acylamino (including alkylcarbonylamino, arylcarbonylamino, carbamoyl and ureido), amidino, imino, sulfhydryl, alkylthio, arylthio, thiocarboxylate, sulfates, alkylsulfϊnyl, sulfonato, sulfamoyl, sulfonamido, nitro, trifluoromethyl, cyano, azido, heterocyclyl, alkylaryl, or an aromatic or heteroaromatic moieties. Examples of halogen substituted alkoxy groups include, but are not limited to, fluoromethoxy, difiuoromethoxy, trifluoromethoxy, chloromethoxy, dichloromethoxy and trichloromethoxy.

[0256] The term "ether" or "alkoxy" includes compounds or moieties which contain an oxygen bonded to two carbon atoms or heteroatoms. For example, the term includes "alkoxy alky 1", which refers to an alkyl, alkenyl, or alkynyl group covalently bonded to an oxygen atom which is covalently bonded to an alkyl group.

[0257] The term "ester" includes compounds or moieties which contain a carbon or a heteroatom bound to an oxygen atom which is bonded to the carbon of a carbonyl group. The term "ester" includes alkoxycarboxy groups such as methoxycarbonyl, ethoxycarbonyl, propoxycarbonyl, butoxycarbonyl, pentoxycarbonyl, etc.

[0258] The term "thioalkyl" includes compounds or moieties which contain an alkyl group connected with a sulfur atom. The thioalkyl groups can be substituted with groups such as alkyl, alkenyl, alkynyl, halogen, hydroxyl, alkylcarbonyloxy, arylcarbonyloxy, alkoxycarbonyloxy, aryloxycarbonyloxy, carboxylate, carboxyacid, alkylcarbonyl, arylcarbonyl, alkoxycarbonyl, aminocarbonyl, alkylaminocarbonyl, dialkylaminocarbonyl, alkylthiocarbonyl, alkoxyl, amino (including alkylamino, dialkylamino, arylamino, diarylamino and alkylarylamino), acylamino (including alkylcarbonylamino, arylcarbonylamino, carbamoyl and ureido), amidino, imino, sulfhydryl, alkylthio, arylthio, thiocarboxylate, sulfates, alkylsulfϊnyl, sulfonato, sulfamoyl, sulfonamido, nitro, trifluoromethyl, cyano, azido, heterocyclyl, alkylaryl, or an aromatic or heteroaromatic moieties.

[0259] The term "thiocarbonyl" or "thiocarboxy" includes compounds and moieties which contain a carbon connected with a double bond to a sulfur atom.

[0260] The term "thioether" includes moieties which contain a sulfur atom bonded to two carbon atoms or heteroatoms. Examples of thioethers include, but are not limited to alkthioalkyls, alkthioalkenyls and alkthioalkynyls. The term "alkthioalkyls" include moieties with an alkyl, alkenyl or alkynyl group bonded to a sulfur atom which is bonded to an alkyl group. Similarly, the term "alkthioalkenyls" refers to moieties wherein an alkyl, alkenyl or alkynyl group is bonded to a sulfur atom which is covalently bonded to an alkenyl group; and alkthioalkynyls" refers to moieties wherein an alkyl, alkenyl or alkynyl group is bonded to a sulfur atom which is covalently bonded to an alkynyl group.

[0261] As used herein, "amine" or "amino" includes moieties where a nitrogen atom is covalently bonded to at least one carbon or heteroatom. "Alkylamino" includes groups of compounds wherein nitrogen is bound to at least one alkyl group. Examples of alkylamino groups include benzylamino, methylamino, ethylamino, phenethylamino, etc. "Dialkylamino" includes groups wherein the nitrogen atom is bound to at least two additional alkyl groups. Examples of dialkylamino groups include, but are not limited to, dimethylamino and di ethylamino. "Arylamino" and "diarylamino" include groups wherein the nitrogen is bound to at least one or two aryl groups, respectively. "Alkylarylamino", "alkylaminoaryl" or "arylaminoalkyl" refers to an amino group which is bound to at least one alkyl group and at least one aryl group. "Alkaminoalkyl" refers to an alkyl, alkenyl, or alkynyl group bound to a nitrogen atom which is also bound to an alkyl group. "Acylamino" includes groups wherein nitrogen is bound to an acyl group. Examples of acylamino include, but are not limited to, alkylcarbonylamino, arylcarbonylamino, carbamoyl and ureido groups. [0262] The term "amide" or "aminocarboxy" includes compounds or moieties that contain a nitrogen atom that is bound to the carbon of a carbonyl or a thiocarbonyl group. The term includes "alkaminocarboxy" groups that include alkyl, alkenyl or alkynyl groups bound to an amino group which is bound to the carbon of a carbonyl or thiocarbonyl group. It also includes "arylaminocarboxy" groups that include aryl or heteroaryl moieties bound to an amino group that is bound to the carbon of a carbonyl or thiocarbonyl group. The terms "alkylaminocarboxy", "alkenylaminocarboxy", "alkynylaminocarboxy" and "arylaminocarboxy" include moieties wherein alkyl, alkenyl, alkynyl and aryl moieties, respectively, are bound to a nitrogen atom which is in turn bound to the carbon of a carbonyl group. Amides can be substituted with substituents such as straight chain alkyl, branched alkyl, cycloalkyl, aryl, heteroaryl or heterocycle. Substituents on amide groups may be further substituted.

[0263] Compounds of the present invention that contain nitrogens can be converted to N- oxides by treatment with an oxidizing agent (e.g., 3-chloroperoxybenzoic acid (m-CPBA) and/or hydrogen peroxides) to afford other compounds of the present invention. Thus, all shown and claimed nitrogen-containing compounds are considered, when allowed by valency and structure, to include both the compound as shown and its N-oxide derivative (which can be designated as N— >O or N ⁺ -O ^" ). Furthermore, in other instances, the nitrogens in the compounds of the present invention can be converted to N-hydroxy or N-alkoxy compounds. For example, N-hydroxy compounds can be prepared by oxidation of the parent amine by an oxidizing agent such as m-CPBA. All shown and claimed nitrogen-containing compounds are also considered, when allowed by valency and structure, to cover both the compound as shown and its N- hydroxy (i.e., N-OH) and N-alkoxy (i.e., N-OR, wherein R is substituted or unsubstituted Ci-C 6 alkyl, Ci-C ₆ alkenyl, Ci-C ₆ alkynyl, 3-14-membered carbocycle or 3-14-membered hetero cycle) derivatives.

[0264] In the present specification, the structural formula of the compound represents a certain isomer for convenience in some cases, but the present invention includes all isomers, such as geometrical isomers, optical isomers based on an asymmetrical carbon, stereoisomers, tautomers, and the like. In addition, a crystal polymorphism may be present for the compounds represented by the formula. It is noted that any crystal form, crystal form mixture, or anhydride or hydrate thereof is included in the scope of the present invention. Furthermore, so-called metabolite which is produced by degradation of the present compound in vivo is included in the scope of the present invention.

[0265] "Isomerism" means compounds that have identical molecular formulae but differ in the sequence of bonding of their atoms or in the arrangement of their atoms in space. Isomers that differ in the arrangement of their atoms in space are termed "stereoisomers". Stereoisomers that are not mirror images of one another are termed "diastereoisomers", and stereoisomers that are non-superimposable mirror images of each other are termed "enantiomers" or sometimes optical isomers. A mixture containing equal amounts of individual enantiomeric forms of opposite chirality is termed a "racemic mixture".

[0266] A carbon atom bonded to four nonidentical substituents is termed a "chiral center". [0267] "Chiral isomer" means a compound with at least one chiral center. Compounds with more than one chiral center may exist either as an individual diastereomer or as a mixture of diastereomers, termed "diastereomeric mixture". When one chiral center is present, a stereoisomer may be characterized by the absolute configuration (R or S) of that chiral center. Absolute configuration refers to the arrangement in space of the substituents attached to the chiral center. The substituents attached to the chiral center under consideration are ranked in accordance with the Sequence Rule of Cahn, Ingold and Prelog. (Cahn et ciL, Angew. Chem. Inter. Edit. 1966, 5, 385; errata 511; Cahn et ah, Angew. Chem. 1966, 78, 413; Cahn and Ingold, J. Chem. Soc. 1951 (London), 612; Cahn et ah, Exp erientia 1956, 12, 81; Cahn, J. Chem. Educ. 1964, 41, 116).

[0268] "Geometric isomer" means the diastereomers that owe their existence to hindered rotation about double bonds. These configurations are differentiated in their names by the prefixes cis and trans, or Z and E, which indicate that the groups are on the same or opposite side of the double bond in the molecule according to the Cahn-Ingold-Prelog rules. [0269] Furthermore, the structures and other compounds discussed in this invention include all atropic isomers thereof. "Atropic isomers" are a type of stereoisomer in which the atoms of two isomers are arranged differently in space. Atropic isomers owe their existence to a restricted rotation caused by hindrance of rotation of large groups about a central bond. Such atropic isomers typically exist as a mixture, however as a result of recent advances in chromatography techniques, it has been possible to separate mixtures of two atropic isomers in select cases.

[0270] "Tautomer" is one of two or more structural isomers that exist in equilibrium and is readily converted from one isomeric form to another. This conversion results in the formal migration of a hydrogen atom accompanied by a switch of adjacent conjugated double bonds. Tautomers exist as a mixture of a tautomeric set in solution. In solid form, usually one tautomer predominates. In solutions where tautomerization is possible, a chemical equilibrium of the tautomers will be reached. The exact ratio of the tautomers depends on several factors, including temperature, solvent and pH. The concept of tautomers that are interconvertable by tautomerizations is called tautomerism.

[0271] Of the various types of tautomerism that are possible, two are commonly observed. In keto-enol tautomerism a simultaneous shift of electrons and a hydrogen atom occurs. Ring- chain tautomerism arises as a result of the aldehyde group (-CHO) in a sugar chain molecule reacting with one of the hydroxy groups (-OH) in the same molecule to give it a cyclic (ring- shaped) form as exhibited by glucose.

[0272] Common tautomeric pairs are: ketone-enol, amide-nitrile, lactam-lactim, amide-imidic acid tautomerism in heterocyclic rings (e.g., in nucleobases such as guanine, thymine and cytosine), amine-enamine and enamine-enamine. [0273] It is to be understood that the compounds of the present invention may be depicted as different tautomers. It should also be understood that when compounds have tautomeric forms, all tautomeric forms are intended to be included in the scope of the present invention, and the naming of the compounds does not exclude any tautomer form.

[0274] The term "crystal polymorphs", "polymorphs" or "crystal forms" means crystal structures in which a compound (or a salt or solvate thereof) can crystallize in different crystal packing arrangements, all of which have the same elemental composition. Different crystal forms usually have different X-ray diffraction patterns, infrared spectral, melting points, density hardness, crystal shape, optical and electrical properties, stability and solubility. Recrystallization solvent, rate of crystallization, storage temperature, and other factors may cause one crystal form to dominate. Crystal polymorphs of the compounds can be prepared by crystallization under different conditions.

[0275] Additionally, the compounds of the present invention, for example, the salts of the compounds, can exist in either hydrated or unhydrated (the anhydrous) form or as solvates with other solvent molecules. Nonlimiting examples of hydrates include monohydrates, dihydrates, etc. Nonlimiting examples of solvates include ethanol solvates, acetone solvates, etc. [0276] "Solvate" means solvent addition forms that contain either stoichiometric or non stoichiometric amounts of solvent. Some compounds have a tendency to trap a fixed molar ratio of solvent molecules in the crystalline solid state, thus forming a solvate. If the solvent is water the solvate formed is a hydrate; and if the solvent is alcohol, the solvate formed is an alcoholate. Hydrates are formed by the combination of one or more molecules of water with one molecule of the substance in which the water retains its molecular state as H ₂ O. [0277] As used herein, the term "analog" refers to a chemical compound that is structurally similar to another but differs slightly in composition (as in the replacement of one atom by an atom of a different element or in the presence of a particular functional group, or the replacement of one functional group by another functional group). Thus, an analog is a compound that is similar or comparable in function and appearance, but not in structure or origin to the reference compound.

[0278] As defined herein, the term "derivative" refers to compounds that have a common core structure, and are substituted with various groups as described herein. For example, all of the compounds represented by formula I are substituted dipyrido-pyrimido-diazepine compounds or substituted benzo-pyrido-pyrimido-diazepine compounds, and have formula I as a common core.

[0279] The term "bioisostere" refers to a compound resulting from the exchange of an atom or of a group of atoms with another, broadly similar, atom or group of atoms. The objective of a bioisosteric replacement is to create a new compound with similar biological properties to the parent compound. The bioisosteric replacement may be physicochemically or topologically based. Examples of carboxylic acid bioisosteres include, but are not limited to, acyl sulfonimides, tetrazoles, sulfonates and phosphonates. See, e.g., Patani and LaVoie, Chem. Rev. 96, 3147-3176, 1996.

[0280] The present invention is intended to include all isotopes of atoms occurring in the present compounds. Isotopes include those atoms having the same atomic number but different mass numbers. By way of general example and without limitation, isotopes of hydrogen include tritium and deuterium, and isotopes of carbon include C- 13 and C- 14.

2. Synthesis of Substituted Dipyrido-Pyrimido-Diazepine Compounds and Substituted

Benzo-Pyrido-Pyrimido-Diazepine Compounds

[0281] The present invention provides methods for the synthesis of the compounds of formulae I, II, III, 112, 113, III, IHl, III2 and III3. The present invention also provides detailed methods for the synthesis of various disclosed compounds of the present invention according to the following schemes as shown in the Examples.

[0282] Throughout the description, where compositions are described as having, including, or comprising specific components, it is contemplated that compositions also consist essentially of, or consist of, the recited components. Similarly, where methods or processes are described as having, including, or comprising specific process steps, the processes also consist essentially of, or consist of, the recited processing steps. Further, it should be understood that the order of steps or order for performing certain actions is immaterial so long as the invention remains operable. Moreover, two or more steps or actions can be conducted simultaneously. [0283] The synthetic processes of the invention can tolerate a wide variety of functional groups, therefore various substituted starting materials can be used. The processes generally provide the desired final compound at or near the end of the overall process, although it may be desirable in certain instances to further convert the compound to a pharmaceutically acceptable salt, ester or prodrug thereof.

[0284] Compounds of the present invention can be prepared in a variety of ways using commercially available starting materials, compounds known in the literature, or from readily prepared intermediates, by employing standard synthetic methods and procedures either known to those skilled in the art, or which will be apparent to the skilled artisan in light of the teachings herein. Standard synthetic methods and procedures for the preparation of organic molecules and functional group transformations and manipulations can be obtained from the relevant scientific literature or from standard textbooks in the field. Although not limited to any one or several sources, classic texts such as Smith, M. B., March, J., March 's Advanced Organic Chemistry: Reactions, Mechanisms, and Structure, 5 ^t edition, John Wiley & Sons: New York, 2001; and Greene, T.W., Wuts, P. G. M., Protective Groups in Organic Synthesis, 3 ^rd edition, John Wiley & Sons: New York, 1999, incorporated by reference herein, are useful and recognized reference textbooks of organic synthesis known to those in the art. The following description of synthetic methods are designed to illustrate, but not to limit, general procedures for the preparation of compounds of the present invention. [0285] Compounds of the present invention can be conveniently prepared by a variety of methods familiar to those skilled in the art. The compounds of this invention with formulae I, II, III, 112, 113, III, IHl , III2 and III3 may be prepared according to the following procedures from commercially available starting materials or starting materials which can be prepared using literature procedures. These procedures show the preparation of representative compounds of this invention.

[0286] Compounds of formula (I, II, III, 112, 113, III, IHl, III2 and III3) can be conveniently prepared by a variety of methods familiar to those skilled in the art. One common route is illustrated in Scheme 1-3. Scheme 1

Ketones of the formula (HIa-IIIc) can be prepared methods as described in literature (insert WO) and known to those skilled in the art as shown in scheme 2 and 3. The ketone (HIa-IIIc) is treated with DMF-acetal at 100 ⁰ C for a period of 12-24 hours to give the enaminone (IVa- IVc). Alternatively reagents such as Brederick's reagent and hexamethylmethanetraiamine can also be used to prepare the enaminone (IVa-IVc). The enaminone (IVa-IVc) is reacted with guanidines in the presence of bases such as sodium ethoxide or sodium methoxide in ethanol at 80 ⁰ C to reflux conditions to give the aminopyrimidines (Ia-Ic). The guanidines used can be not substituted at all where Rl and R2 are both hydrogen or be mono or bis-substituted. Alternatively, the enaminone (IVa-IVc) is reacted with ami dines in the presence of bases such as sodium ethoxide or sodium methoxide in ethanol at 80 ⁰ C to reflux conditions to give the pyrimi dines (Ha-IIc). Many guanidines and ami dines are commercially available or readily prepared by methods described in the literature (Comprehensive Organic Transformations, Richard C. Larock, Second Edition, Wiley- VCH, 1999) and known to those skilled in art.

Scheme 2

The ketone (HIb) can be prepared as described in Scheme 2. The acid chlorides (V) can be prepared by known methods or readily prepared by methods described in literature and known to those skilled in art. The acid chloride (V) is treated with dimethylamine in chlorinated solvents such as dichloromethane or 1 ,2-dichloroethane at 0 oC or ambient temperatures. The pyridine chloride (VI) is then reacted with o-toluylaniline with strong base such as sodium hydride to give the amide (VII) which is then treated with lithium bases such as LDA in aprotic solvent such as tetrahydrofuran to give the ketone (HIb). Scheme 3

The ketone (HIc) can be prepared as described in Scheme 3. The anthranilic acids (VIII) are commercially available or can be readily prepared by methods described in literature and known to those skilled in art. The anthranilic acid (VIII) is treated with thionyl chloride followed by treatment with dimethylamine in aprotic solvent such as tetrahydrofuran or chlorinated solvents such as dichloromethane or 1 ,2-dichloroethane at O oC or ambient temperatures. The amide (IX) is then reacted with chloropyridine in presence of Pd reagents such as palladium hydroxide, phosphine such as BINAP and strong base such as sodium hydride in aprotic solvents such as 1 ,4-dioxane to give the amide (X) which is then treated with lithium bases such as LDA in aprotic solvent such as tetrahydrofuran to give the ketone (HIc).

3. Methods of Treatment

[0287] The present invention provides methods for the treatment of a cell proliferative disorder in a subject in need thereof by administering to a subject in need of such treatment, a therapeutically effective amount of a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof. The cell proliferative disorder can be cancer or a precancerous condition. The present invention further provides the use of a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, for the preparation of a medicament useful for the treatment of a cell proliferative disorder.

[0288] The present invention also provides methods of protecting against a cell proliferative disorder in a subject in need thereof by administering a therapeutically effective amount of compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, to a subject in need of such treatment. The cell proliferative disorder can be cancer or a precancerous condition. The present invention also provides the use of compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, for the preparation of a medicament useful for the prevention of a cell proliferative disorder.

[0289] As used herein, a "subject in need thereof is a subject having a cell proliferative disorder, or a subject having an increased risk of developing a cell proliferative disorder relative to the population at large. A subject in need thereof can have a precancerous condition. Preferably, a subject in need thereof has cancer. A "subject" includes a mammal. The mammal can be e.g., any mammal, e.g., a human, primate, bird, mouse, rat, fowl, dog, cat, cow, horse, goat, camel, sheep or a pig. Preferably, the mammal is a human. [0290] As used herein, the term "cell proliferative disorder" refers to conditions in which unregulated or abnormal growth, or both, of cells can lead to the development of an unwanted condition or disease, which may or may not be cancerous. Exemplary cell proliferative disorders of the invention encompass a variety of conditions wherein cell division is deregulated. Exemplary cell proliferative disorder include, but are not limited to, neoplasms, benign tumors, malignant tumors, pre-cancerous conditions, in situ tumors, encapsulated tumors, metastatic tumors, liquid tumors, solid tumors, immunological tumors, hematological tumors, cancers, carcinomas, leukemias, lymphomas, sarcomas, and rapidly dividing cells. The term "rapidly dividing cell" as used herein is defined as any cell that divides at a rate that exceeds or is greater than what is expected or observed among neighboring or juxtaposed cells within the same tissue. A cell proliferative disorder includes a precancer or a precancerous condition. A cell proliferative disorder includes cancer. Preferably, the methods provided herein are used to treat or alleviate a symptom of cancer. The term "cancer" includes solid tumors, as well as, hematologic tumors and/or malignancies. A "precancer cell" or "precancerous cell" is a cell manifesting a cell proliferative disorder that is a precancer or a precancerous condition. A "cancer cell" or "cancerous cell" is a cell manifesting a cell proliferative disorder that is a cancer. Any reproducible means of measurement may be used to identify cancer cells or precancerous cells. Cancer cells or precancerous cells can be identified by histological typing or grading of a tissue sample {e.g., a biopsy sample). Cancer cells or precancerous cells can be identified through the use of appropriate molecular markers. [0291] Exemplary non-cancerous conditions or disorders include, but are not limited to, rheumatoid arthritis; inflammation; autoimmune disease; lymphoproliferative conditions; acromegaly; rheumatoid spondylitis; osteoarthritis; gout, other arthritic conditions; sepsis; septic shock; endotoxic shock; gram-negative sepsis; toxic shock syndrome; asthma; adult respiratory distress syndrome; chronic obstructive pulmonary disease; chronic pulmonary inflammation; inflammatory bowel disease; Crohn's disease; psoriasis; eczema; ulcerative colitis; pancreatic fibrosis; hepatic fibrosis; acute and chronic renal disease; irritable bowel syndrome; pyresis; restenosis; cerebral malaria; stroke and ischemic injury; neural trauma; Alzheimer's disease; Huntington's disease; Parkinson's disease; acute and chronic pain; allergic rhinitis; allergic conjunctivitis; chronic heart failure; acute coronary syndrome; cachexia; malaria; leprosy; leishmaniasis; Lyme disease; Reiter's syndrome; acute synovitis; muscle degeneration, bursitis; tendonitis; tenosynovitis; herniated, ruptures, or prolapsed intervertebral disk syndrome; osteopetrosis; thrombosis; restenosis; silicosis; pulmonary sarcosis; bone resorption diseases, such as osteoporosis; graft-versus-host reaction; Multiple Sclerosis; lupus; fibromyalgia; AIDS and other viral diseases such as Herpes Zoster, Herpes Simplex I or II, influenza virus and cytomegalovirus; and diabetes mellitus. [0292] Exemplary cancers include, but are not limited to, adrenocortical carcinoma, AIDS- related cancers, AIDS-related lymphoma, anal cancer, anorectal cancer, cancer of the anal canal, appendix cancer, childhood cerebellar astrocytoma, childhood cerebral astrocytoma, basal cell carcinoma, skin cancer (non-melanoma), biliary cancer, extrahepatic bile duct cancer, intrahepatic bile duct cancer, bladder cancer, uringary bladder cancer, bone and joint cancer, osteosarcoma and malignant fibrous histiocytoma, brain cancer, brain tumor, brain stem glioma, cerebellar astrocytoma, cerebral astrocytoma/malignant glioma, ependymoma, medulloblastoma, supratentorial primitive neuroectodeimal tumors, visual pathway and hypothalamic glioma, breast cancer, bronchial adenomas/carcinoids, carcinoid tumor, gastrointestinal, nervous system cancer, nervous system lymphoma, central nervous system cancer, central nervous system lymphoma, cervical cancer, childhood cancers, chronic lymphocytic leukemia, chronic myelogenous leukemia, chronic myeloproliferative disorders, colon cancer, colorectal cancer, cutaneous T-cell lymphoma, lymphoid neoplasm, mycosis fungoides, Seziary Syndrome, endometrial cancer, esophageal cancer, extracranial germ cell tumor, extragonadal germ cell tumor, extrahepatic bile duct cancer, eye cancer, intraocular melanoma, retinoblastoma, gallbladder cancer, gastric (stomach) cancer, gastrointestinal carcinoid tumor, gastrointestinal stromal tumor (GIST), germ cell tumor, ovarian germ cell tumor, gestational trophoblastic tumor glioma, head and neck cancer, hepatocellular (liver) cancer, Hodgkin lymphoma, hypopharyngeal cancer, intraocular melanoma, ocular cancer, islet cell tumors (endocrine pancreas), Kaposi Sarcoma, kidney cancer, renal cancer, kidney cancer, laryngeal cancer, acute lymphoblastic leukemia, acute myeloid leukemia, chronic lymphocytic leukemia, chronic myelogenous leukemia, hairy cell leukemia, lip and oral cavity cancer, liver cancer, lung cancer, non-small cell lung cancer, small cell lung cancer, AIDS-related lymphoma, non-Hodgkin lymphoma, primary central nervous system lymphoma, Waldenstram macro globulinemia, medulloblastoma, melanoma, intraocular (eye) melanoma, merkel cell carcinoma, mesothelioma malignant, mesothelioma, metastatic squamous neck cancer, mouth cancer, cancer of the tongue, multiple endocrine neoplasia syndrome, mycosis fungoides, myelodysplastic syndromes, myelodysplastic/ myeloproliferative diseases, chronic myelogenous leukemia, acute myeloid leukemia, multiple myeloma, chronic myeloproliferative disorders, nasopharyngeal cancer, neuroblastoma, oral cancer, oral cavity cancer, oropharyngeal cancer, ovarian cancer, ovarian epithelial cancer, ovarian low malignant potential tumor, pancreatic cancer, islet cell pancreatic cancer, paranasal sinus and nasal cavity cancer, parathyroid cancer, penile cancer, pharyngeal cancer, pheochromocytoma, pineoblastoma and supratentorial primitive neuroectodermal tumors, pituitary tumor, plasma cell neoplasm/multiple myeloma, pleuropulmonary blastoma, prostate cancer, rectal cancer, renal pelvis and ureter, transitional cell cancer, retinoblastoma, rhabdomyosarcoma, salivary gland cancer, ewing family of sarcoma tumors, Kaposi Sarcoma, soft tissue sarcoma, uterine cancer, uterine sarcoma, skin cancer (non-melanoma), skin cancer (melanoma), merkel cell skin carcinoma, small intestine cancer, soft tissue sarcoma, squamous cell carcinoma, stomach (gastric) cancer, supratentorial primitive neuroectodermal tumors, testicular cancer, throat cancer, thymoma, thymoma and thymic carcinoma, thyroid cancer, transitional cell cancer of the renal pelvis and ureter and other urinary organs, gestational trophoblastic tumor, urethral cancer, endometrial uterine cancer, uterine sarcoma, uterine corpus cancer, vaginal cancer, vulvar cancer, and Wilm's Tumor. [0293] A "cell proliferative disorder of the hematologic system" is a cell proliferative disorder involving cells of the hematologic system. A cell proliferative disorder of the hematologic system can include lymphoma, leukemia, myeloid neoplasms, mast cell neoplasms, myelodysplasia, benign monoclonal gammopathy, lymphomatoid granulomatosis, lymphomatoid papulosis, polycythemia vera, chronic myelocytic leukemia, agnogenic myeloid metaplasia, and essential thrombocythemia. A cell proliferative disorder of the hematologic system can include hyperplasia, dysplasia, and metaplasia of cells of the hematologic system. Preferably, compositions of the present invention may be used to treat a cancer selected from the group consisting of a hematologic cancer of the present invention or a hematologic cell proliferative disorder of the present invention. A hematologic cancer of the present invention can include multiple myeloma, lymphoma (including Hodgkin's lymphoma, non-Hodgkin's lymphoma, childhood lymphomas, and lymphomas of lymphocytic and cutaneous origin), leukemia (including childhood leukemia, hairy-cell leukemia, acute lymphocytic leukemia, acute myelocytic leukemia, chronic lymphocytic leukemia, chronic myelocytic leukemia, chronic myelogenous leukemia, and mast cell leukemia), myeloid neoplasms and mast cell neoplasms. [0294] A "cell proliferative disorder of the lung" is a cell proliferative disorder involving cells of the lung. Cell proliferative disorders of the lung can include all forms of cell proliferative disorders affecting lung cells. Cell proliferative disorders of the lung can include lung cancer, a precancer or precancerous condition of the lung, benign growths or lesions of the lung, and malignant growths or lesions of the lung, and metastatic lesions in tissue and organs in the body other than the lung. Preferably, compositions of the present invention may be used to treat lung cancer or cell proliferative disorders of the lung. Lung cancer can include all forms of cancer of the lung. Lung cancer can include malignant lung neoplasms, carcinoma in situ, typical carcinoid tumors, and atypical carcinoid tumors. Lung cancer can include small cell lung cancer ("SCLC"), non-small cell lung cancer ("NSCLC"), squamous cell carcinoma, adenocarcinoma, small cell carcinoma, large cell carcinoma, adenosquamous cell carcinoma, and mesothelioma. Lung cancer can include "scar carcinoma", bronchioalveolar carcinoma, giant cell carcinoma, spindle cell carcinoma, and large cell neuroendocrine carcinoma. Lung cancer can include lung neoplasms having histologic and ultrastructual heterogeneity {e.g., mixed cell types).

[0295] Cell proliferative disorders of the lung can include all forms of cell proliferative disorders affecting lung cells. Cell proliferative disorders of the lung can include lung cancer, precancerous conditions of the lung. Cell proliferative disorders of the lung can include hyperplasia, metaplasia, and dysplasia of the lung. Cell proliferative disorders of the lung can include asbestos-induced hyperplasia, squamous metaplasia, and benign reactive mesothelial metaplasia. Cell proliferative disorders of the lung can include replacement of columnar epithelium with stratified squamous epithelium, and mucosal dysplasia. Individuals exposed to inhaled injurious environmental agents such as cigarette smoke and asbestos may be at increased risk for developing cell proliferative disorders of the lung. Prior lung diseases that may predispose individuals to development of cell proliferative disorders of the lung can include chronic interstitial lung disease, necrotizing pulmonary disease, scleroderma, rheumatoid disease, sarcoidosis, interstitial pneumonitis, tuberculosis, repeated pneumonias, idiopathic pulmonary fibrosis, granulomata, asbestosis, fibrosing alveolitis, and Hodgkin's disease.

[0296] A "cell proliferative disorder of the colon" is a cell proliferative disorder involving cells of the colon. Preferably, the cell proliferative disorder of the colon is colon cancer. Preferably, compositions of the present invention may be used to treat colon cancer or cell proliferative disorders of the colon. Colon cancer can include all forms of cancer of the colon. Colon cancer can include sporadic and hereditary colon cancers. Colon cancer can include malignant colon neoplasms, carcinoma in situ, typical carcinoid tumors, and atypical carcinoid tumors. Colon cancer can include adenocarcinoma, squamous cell carcinoma, and adenosquamous cell carcinoma. Colon cancer can be associated with a hereditary syndrome selected from the group consisting of hereditary nonpolyposis colorectal cancer, familial adenomatous polyposis, Gardner's syndrome, Peutz-Jeghers syndrome, Turcot's syndrome and juvenile polyposis. Colon cancer can be caused by a hereditary syndrome selected from the group consisting of hereditary nonpolyposis colorectal cancer, familial adenomatous polyposis, Gardner's syndrome, Peutz-Jeghers syndrome, Turcot's syndrome and juvenile polyposis. [0297] Cell proliferative disorders of the colon can include all forms of cell proliferative disorders affecting colon cells. Cell proliferative disorders of the colon can include colon cancer, precancerous conditions of the colon, adenomatous polyps of the colon and metachronous lesions of the colon. A cell proliferative disorder of the colon can include adenoma. Cell proliferative disorders of the colon can be characterized by hyperplasia, metaplasia, and dysplasia of the colon. Prior colon diseases that may predispose individuals to development of cell proliferative disorders of the colon can include prior colon cancer. Current disease that may predispose individuals to development of cell proliferative disorders of the colon can include Crohn's disease and ulcerative colitis. A cell proliferative disorder of the colon can be associated with a mutation in a gene selected from the group consisting of p53, ras, FAP and DCC. An individual can have an elevated risk of developing a cell proliferative disorder of the colon due to the presence of a mutation in a gene selected from the group consisting of p53, ras, FAP and DCC.

[0298] A "cell proliferative disorder of the pancreas" is a cell proliferative disorder involving cells of the pancreas. Cell proliferative disorders of the pancreas can include all forms of cell proliferative disorders affecting pancreatic cells. Cell proliferative disorders of the pancreas can include pancreas cancer, a precancer or precancerous condition of the pancreas, hyperplasia of the pancreas, and dysaplasia of the pancreas, benign growths or lesions of the pancreas, and malignant growths or lesions of the pancreas, and metastatic lesions in tissue and organs in the body other than the pancreas. Pancreatic cancer includes all forms of cancer of the pancreas. Pancreatic cancer can include ductal adenocarcinoma, adenosquamous carcinoma, pleomorphic giant cell carcinoma, mucinous adenocarcinoma, osteoclast-like giant cell carcinoma, mucinous cystadenocarcinoma, acinar carcinoma, unclassified large cell carcinoma, small cell carcinoma, pancreatoblastoma, papillary neoplasm, mucinous cystadenoma, papillary cystic neoplasm, and serous cystadenoma. Pancreatic cancer can also include pancreatic neoplasms having histologic and ultrastructual heterogeneity (e.g., mixed cell types).

[0299] A "cell proliferative disorder of the prostate" is a cell proliferative disorder involving cells of the prostate. Cell proliferative disorders of the prostate can include all forms of cell proliferative disorders affecting prostate cells. Cell proliferative disorders of the prostate can include prostate cancer, a precancer or precancerous condition of the prostate, benign growths or lesions of the prostate, and malignant growths or lesions of the prostate, and metastatic lesions in tissue and organs in the body other than the prostate. Cell proliferative disorders of the prostate can include hyperplasia, metaplasia, and dysplasia of the prostate. [0300] A "cell proliferative disorder of the skin" is a cell proliferative disorder involving cells of the skin. Cell proliferative disorders of the skin can include all forms of cell proliferative disorders affecting skin cells. Cell proliferative disorders of the skin can include a precancer or precancerous condition of the skin, benign growths or lesions of the skin, melanoma, malignant melanoma and other malignant growths or lesions of the skin, and metastatic lesions in tissue and organs in the body other than the skin. Cell proliferative disorders of the skin can include hyperplasia, metaplasia, and dysplasia of the skin.

[0301] A "cell proliferative disorder of the ovary" is a cell proliferative disorder involving cells of the ovary. Cell proliferative disorders of the ovary can include all forms of cell proliferative disorders affecting cells of the ovary. Cell proliferative disorders of the ovary can include a precancer or precancerous condition of the ovary, benign growths or lesions of the ovary, ovarian cancer, malignant growths or lesions of the ovary, and metastatic lesions in tissue and organs in the body other than the ovary. Cell proliferative disorders of the skin can include hyperplasia, metaplasia, and dysplasia of cells of the ovary.

[0302] A "cell proliferative disorder of the breast" is a cell proliferative disorder involving cells of the breast. Cell proliferative disorders of the breast can include all forms of cell proliferative disorders affecting breast cells. Cell proliferative disorders of the breast can include breast cancer, a precancer or precancerous condition of the breast, benign growths or lesions of the breast, and malignant growths or lesions of the breast, and metastatic lesions in tissue and organs in the body other than the breast. Cell proliferative disorders of the breast can include hyperplasia, metaplasia, and dysplasia of the breast.

[0303] A cell proliferative disorder of the breast can be a precancerous condition of the breast. Compositions of the present invention may be used to treat a precancerous condition of the breast. A precancerous condition of the breast can include atypical hyperplasia of the breast, ductal carcinoma in situ (DCIS), intraductal carcinoma, lobular carcinoma in situ (LCIS), lobular neoplasia, and stage 0 or grade 0 growth or lesion of the breast {e.g., stage 0 or grade 0 breast cancer, or carcinoma in situ). A precancerous condition of the breast can be staged according to the TNM classification scheme as accepted by the American Joint Committee on Cancer (AJCC), where the primary tumor (T) has been assigned a stage of TO or Tis; and where the regional lymph nodes (N) have been assigned a stage of NO; and where distant metastasis (M) has been assigned a stage of MO.

[0304] The cell proliferative disorder of the breast can be breast cancer. Preferably, compositions of the present invention may be used to treat breast cancer. Breast cancer includes all forms of cancer of the breast. Breast cancer can include primary epithelial breast cancers. Breast cancer can include cancers in which the breast is involved by other tumors such as lymphoma, sarcoma or melanoma. Breast cancer can include carcinoma of the breast, ductal carcinoma of the breast, lobular carcinoma of the breast, undifferentiated carcinoma of the breast, cystosarcoma phyllodes of the breast, angiosarcoma of the breast, and primary lymphoma of the breast. Breast cancer can include Stage I, II, IIIA, IIIB, IIIC and IV breast cancer. Ductal carcinoma of the breast can include invasive carcinoma, invasive carcinoma in situ with predominant intraductal component, inflammatory breast cancer, and a ductal carcinoma of the breast with a histologic type selected from the group consisting of comedo, mucinous (colloid), medullary, medullary with lymphcytic infiltrate, papillary, scirrhous, and tubular. Lobular carcinoma of the breast can include invasive lobular carcinoma with predominant in situ component, invasive lobular carcinoma, and infiltrating lobular carcinoma. Breast cancer can include Paget's disease, Paget's disease with intraductal carcinoma, and Paget's disease with invasive ductal carcinoma. Breast cancer can include breast neoplasms having histologic and ultrastructual heterogeneity {e.g., mixed cell types). [0305] Preferably, compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, may be used to treat breast cancer. A breast cancer that is to be treated can include familial breast cancer. A breast cancer that is to be treated can include sporadic breast cancer. A breast cancer that is to be treated can arise in a male subject. A breast cancer that is to be treated can arise in a female subject. A breast cancer that is to be treated can arise in a premenopausal female subject or a postmenopausal female subject. A breast cancer that is to be treated can arise in a subject equal to or older than 30 years old, or a subject younger than 30 years old. A breast cancer that is to be treated has arisen in a subject equal to or older than 50 years old, or a subject younger than 50 years old. A breast cancer that is to be treated can arise in a subject equal to or older than 70 years old, or a subject younger than 70 years old.

[0306] A breast cancer that is to be treated can be typed to identify a familial or spontaneous mutation in BRCAl, BRCA2, or p53. A breast cancer that is to be treated can be typed as having a HER2/neu gene amplification, as overexpressing HER2/neu, or as having a low, intermediate or high level of HER2/neu expression. A breast cancer that is to be treated can be typed for a marker selected from the group consisting of estrogen receptor (ER), progesterone receptor (PR), human epidermal growth factor receptor-2, Ki-67, CAl 5-3, CA 27-29, and c- Met. A breast cancer that is to be treated can be typed as ER-unknown, ER-rich or ER-poor. A breast cancer that is to be treated can be typed as ER-negative or ER-positive. ER-typing of a breast cancer may be performed by any reproducible means. ER-typing of a breast cancer may be performed as set forth in Onkologie 27: 175-179 (2004). A breast cancer that is to be treated can be typed as PR-unknown, PR-rich or PR-poor. A breast cancer that is to be treated can be typed as PR-negative or PR-positive. A breast cancer that is to be treated can be typed as receptor positive or receptor negative. A breast cancer that is to be treated can be typed as being associated with elevated blood levels of CA 15-3, or CA 27-29, or both. [0307] A breast cancer that is to be treated can include a localized tumor of the breast. A breast cancer that is to be treated can include a tumor of the breast that is associated with a negative sentinel lymph node (SLN) biopsy. A breast cancer that is to be treated can include a tumor of the breast that is associated with a positive sentinel lymph node (SLN) biopsy. A breast cancer that is to be treated can include a tumor of the breast that is associated with one or more positive axillary lymph nodes, where the axillary lymph nodes have been staged by any applicable method. A breast cancer that is to be treated can include a tumor of the breast that has been typed as having nodal negative status (e.g., node-negative) or nodal positive status (e.g., node-positive). A breast cancer that is to be treated can include a tumor of the breast that has metastasized to other locations in the body. A breast cancer that is to be treated can be classified as having metastasized to a location selected from the group consisting of bone, lung, liver, or brain. A breast cancer that is to be treated can be classified according to a characteristic selected from the group consisting of metastatic, localized, regional, local- regional, locally advanced, distant, multicentric, bilateral, ipsilateral, contralateral, newly diagnosed, recurrent, and inoperable.

[0308] A compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, may be used to treat or prevent a cell proliferative disorder of the breast, or to treat or prevent breast cancer, in a subject having an increased risk of developing breast cancer relative to the population at large. A subject with an increased risk of developing breast cancer relative to the population at large is a female subject with a family history or personal history of breast cancer. A subject with an increased risk of developing breast cancer relative to the population at large is a female subject having a germ-line or spontaneous mutation in BRCAl or BRCA2, or both. A subject with an increased risk of developing breast cancer relative to the population at large is a female subject with a family history of breast cancer and a germ-line or spontaneous mutation in BRCAl or BRCA2, or both. A subject with an increased risk of developing breast cancer relative to the population at large is a female who is greater than 30 years old, greater than 40 years old, greater than 50 years old, greater than 60 years old, greater than 70 years old, greater than 80 years old, or greater than 90 years old. A subject with an increased risk of developing breast cancer relative to the population at large is a subject with atypical hyperplasia of the breast, ductal carcinoma in situ (DCIS), intraductal carcinoma, lobular carcinoma in situ (LCIS), lobular neoplasia, or a stage 0 growth or lesion of the breast (e.g., stage 0 or grade 0 breast cancer, or carcinoma in situ).

[0309] A breast cancer that is to be treated can histologically graded according to the Scarff- Bloom-Richardson system, wherein a breast tumor has been assigned a mitosis count score of 1, 2, or 3; a nuclear pleiomorphism score of 1, 2, or 3; a tubule formation score of 1, 2, or 3; and a total Scarff-Bloom-Richardson score of between 3 and 9. A breast cancer that is to be treated can be assigned a tumor grade according to the International Consensus Panel on the Treatment of Breast Cancer selected from the group consisting of grade 1, grade 1-2, grade 2, grade 2-3, or grade 3.

[0310] A cancer that is to be treated can be staged according to the American Joint Committee on Cancer (AJCC) TNM classification system, where the tumor (T) has been assigned a stage of TX, Tl, Tlmic, TIa, TIb, Tie, T2, T3, T4, T4a, T4b, T4c, or T4d; and where the regional lymph nodes (N) have been assigned a stage of NX, NO, Nl , N2, N2a, N2b, N3, N3a, N3b, or N3c; and where distant metastasis (M) can be assigned a stage of MX, MO, or Ml . A cancer that is to be treated can be staged according to an American Joint Committee on Cancer (AJCC) classification as Stage I, Stage HA, Stage HB, Stage III A, Stage IIIB, Stage IIIC, or Stage IV. A cancer that is to be treated can be assigned a grade according to an AJCC classification as Grade GX (e.g., grade cannot be assessed), Grade 1, Grade 2, Grade 3 or Grade 4. A cancer that is to be treated can be staged according to an AJCC pathologic classification (pN) of pNX, pNO, PNO (I-), PNO (I+), PNO (mol-), PNO (mol+), PNl, PNl (mi), PNIa, PNIb, PNIc, pN2, pN2a, pN2b, pN3, pN3a, pN3b, or pN3c.

[03 H] A cancer that is to be treated can include a tumor that has been determined to be less than or equal to about 2 centimeters in diameter. A cancer that is to be treated can include a tumor that has been determined to be from about 2 to about 5 centimeters in diameter. A cancer that is to be treated can include a tumor that has been determined to be greater than or equal to about 3 centimeters in diameter. A cancer that is to be treated can include a tumor that has been determined to be greater than 5 centimeters in diameter. A cancer that is to be treated can be classified by microscopic appearance as well differentiated, moderately differentiated, poorly differentiated, or undifferentiated. A cancer that is to be treated can be classified by microscopic appearance with respect to mitosis count (e.g., amount of cell division) or nuclear pleiomorphism (e.g., change in cells). A cancer that is to be treated can be classified by microscopic appearance as being associated with areas of necrosis (e.g., areas of dying or degenerating cells). A cancer that is to be treated can be classified as having an abnormal karyotype, having an abnormal number of chromosomes, or having one or more chromosomes that are abnormal in appearance. A cancer that is to be treated can be classified as being aneuploid, triploid, tetraploid, or as having an altered ploidy. A cancer that is to be treated can be classified as having a chromosomal translocation, or a deletion or duplication of an entire chromosome, or a region of deletion, duplication or amplification of a portion of a chromosome.

[0312] A cancer that is to be treated can be evaluated by DNA cytometry, flow cytometry, or image cytometry. A cancer that is to be treated can be typed as having 10%, 20%, 30%, 40%,

50%, 60%, 70%, 80%, or 90% of cells in the synthesis stage of cell division (e.g., in S phase of cell division). A cancer that is to be treated can be typed as having a low S -phase fraction or a high S-phase fraction.

[0313] As used herein, a "normal cell" is a cell that cannot be classified as part of a "cell proliferative disorder". A normal cell lacks unregulated or abnormal growth, or both, that can lead to the development of an unwanted condition or disease. Preferably, a normal cell possesses normally functioning cell cycle checkpoint control mechanisms.

[0314] As used herein, "contacting a cell" refers to a condition in which a compound or other composition of matter is in direct contact with a cell, or is close enough to induce a desired biological effect in a cell.

[0315] As used herein, "candidate compound" refers to a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, that has been or will be tested in one or more in vitro or in vivo biological assays, in order to determine if that compound is likely to elicit a desired biological or medical response in a cell, tissue, system, animal or human that is being sought by a researcher or clinician. A candidate compound is a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof. The biological or medical response can be the treatment of cancer. The biological or medical response can be treatment or prevention of a cell proliferative disorder. In vitro or in vivo biological assays can include, but are not limited to, enzymatic activity assays, electrophoretic mobility shift assays, reporter gene assays, in vitro cell viability assays, and the assays described herein.

[0316] As used herein, "monotherapy" refers to the administration of a single active or therapeutic compound to a subject in need thereof. Preferably, monotherapy will involve administration of a therapeutically effective amount of an active compound. For example, cancer monotherapy with one of the compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof, to a subject in need of treatment of cancer. Monotherapy may be contrasted with combination therapy, in which a combination of multiple active compounds is administered, preferably with each component of the combination present in a therapeutically effective amount. In one aspect, monotherapy with a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, is more effective than combination therapy in inducing a desired biological effect.

[0317] As used herein, "treating" or "treat" describes the management and care of a patient for the purpose of combating a disease, condition, or disorder and includes the administration of a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, to alleviate the symptoms or complications of a disease, condition or disorder, or to eliminate the disease, condition or disorder. [0318] A compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, can also be used to prevent a disease, condition or disorder. As used herein, "preventing" or "prevent" describes reducing or eliminating the onset of the symptoms or complications of the disease, condition or disorder.

[0319] As used herein, the term "alleviate" is meant to describe a process by which the severity of a sign or symptom of a disorder is decreased. Importantly, a sign or symptom can be alleviated without being eliminated. In a preferred embodiment, the administration of pharmaceutical compositions of the invention leads to the elimination of a sign or symptom, however, elimination is not required. Effective dosages are expected to decrease the severity of a sign or symptom. For instance, a sign or symptom of a disorder such as cancer, which can occur in multiple locations, is alleviated if the severity of the cancer is decreased within at least one of multiple locations.

[0320] As used herein, the term "severity" is meant to describe the potential of cancer to transform from a precancerous, or benign, state into a malignant state. Alternatively, or in addition, severity is meant to describe a cancer stage, for example, according to the TNM system (accepted by the International Union Against Cancer (UICC) and the American Joint Committee on Cancer (AJCC)) or by other art-recognized methods. Cancer stage refers to the extent or severity of the cancer, based on factors such as the location of the primary tumor, tumor size, number of tumors, and lymph node involvement (spread of cancer into lymph nodes). Alternatively, or in addition, severity is meant to describe the tumor grade by art-recognized methods (see, National Cancer Institute, www.cancer.gov). Tumor grade is a system used to classify cancer cells in terms of how abnormal they look under a microscope and how quickly the tumor is likely to grow and spread. Many factors are considered when determining tumor grade, including the structure and growth pattern of the cells. The specific factors used to determine tumor grade vary with each type of cancer. Severity also describes a histologic grade, also called differentiation, which refers to how much the tumor cells resemble normal cells of the same tissue type (see, National Cancer Institute, www.cancer.gov). Furthermore, severity describes a nuclear grade, which refers to the size and shape of the nucleus in tumor cells and the percentage of tumor cells that are dividing (see, National Cancer Institute, www.cancer.gov).

[0321] In another aspect of the invention, severity describes the degree to which a tumor has secreted growth factors, degraded the extracellular matrix, become vascularized, lost adhesion to juxtaposed tissues, or metastasized. Moreover, severity describes the number of locations to which a primary tumor has metastasized. Finally, severity includes the difficulty of treating tumors of varying types and locations. For example, inoperable tumors, those cancers which have greater access to multiple body systems (hematological and immunological tumors), and those which are the most resistant to traditional treatments are considered most severe. In these situations, prolonging the life expectancy of the subject and/or reducing pain, decreasing the proportion of cancerous cells or restricting cells to one system, and improving cancer stage/tumor grade/histological grade/nuclear grade are considered alleviating a sign or symptom of the cancer.

[0322] As used herein the term "symptom" is defined as an indication of disease, illness, injury, or that something is not right in the body. Symptoms are felt or noticed by the individual experiencing the symptom, but may not easily be noticed by others. Others are defined as non- health-care professionals.

[0323] As used herein the term "sign" is also defined as an indication that something is not right in the body. But signs are defined as things that can be seen by a doctor, nurse, or other health care professional.

[0324] Cancer is a group of diseases that may cause almost any sign or symptom. The signs and symptoms will depend on where the cancer is, the size of the cancer, and how much it affects the nearby organs or structures. If a cancer spreads (metastasizes), then symptoms may appear in different parts of the body. [0325] As a cancer grows, it begins to push on nearby organs, blood vessels, and nerves. This pressure creates some of the signs and symptoms of cancer. If the cancer is in a critical area, such as certain parts of the brain, even the smallest tumor can cause early symptoms.

[0326] But sometimes cancers start in places where it does not cause any symptoms until the cancer has grown quite large. Pancreas cancers, for example, do not usually grow large enough to be felt from the outside of the body. Some pancreatic cancers do not cause symptoms until they begin to grow around nearby nerves (this causes a backache). Others grow around the bile duct, which blocks the flow of bile and leads to a yellowing of the skin known as jaundice. By the time a pancreatic cancer causes these signs or symptoms, it has usually reached an advanced stage.

[0327] A cancer may also cause symptoms such as fever, fatigue, or weight loss. This may be because cancer cells use up much of the body's energy supply or release substances that change the body's metabolism. Or the cancer may cause the immune system to react in ways that produce these symptoms.

[0328] Sometimes, cancer cells release substances into the bloodstream that cause symptoms not usually thought to result from cancers. For example, some cancers of the pancreas can release substances which cause blood clots to develop in veins of the legs. Some lung cancers make hormone-like substances that affect blood calcium levels, affecting nerves and muscles and causing weakness and dizziness

[0329] Cancer presents several general signs or symptoms that occur when a variety of subtypes of cancer cells are present. Most people with cancer will lose weight at some time with their disease. An unexplained (unintentional) weight loss of 10 pounds or more may be the first sign of cancer, particularly cancers of the pancreas, stomach, esophagus, or lung.

[0330] Fever is very common with cancer, but is more often seen in advanced disease. Almost all patients with cancer will have fever at some time, especially if the cancer or its treatment affects the immune system and makes it harder for the body to fight infection. Less often, fever may be an early sign of cancer, such as with leukemia or lymphoma.

[0331] Fatigue may be an important symptom as cancer progresses. It may happen early, though, in cancers such as with leukemia, or if the cancer is causing an ongoing loss of blood, as in some colon or stomach cancers. [0332] Pain may be an early symptom with some cancers such as bone cancers or testicular cancer. But most often pain is a symptom of advanced disease.

[0333] Along with cancers of the skin (see next section), some internal cancers can cause skin signs that can be seen. These changes include the skin looking darker (hyperpigmentation), yellow (jaundice), or red (erythema); itching; or excessive hair growth.

[0334] Alternatively, or in addition, cancer subtypes present specific signs or symptoms.

Changes in bowel habits or bladder function could indicate cancer. Long-term constipation, diarrhea, or a change in the size of the stool may be a sign of colon cancer. Pain with urination, blood in the urine, or a change in bladder function (such as more frequent or less frequent urination) could be related to bladder or prostate cancer.

[0335] Changes in skin condition or appearance of a new skin condition could indicate cancer.

Skin cancers may bleed and look like sores that do not heal. A long-lasting sore in the mouth could be an oral cancer, especially in patients who smoke, chew tobacco, or frequently drink alcohol. Sores on the penis or vagina may either be signs of infection or an early cancer.

[0336] Unusual bleeding or discharge could indicate cancer. Unusual bleeding can happen in either early or advanced cancer. Blood in the sputum (phlegm) may be a sign of lung cancer.

Blood in the stool (or a dark or black stool) could be a sign of colon or rectal cancer. Cancer of the cervix or the endometrium (lining of the uterus) can cause vaginal bleeding. Blood in the urine may be a sign of bladder or kidney cancer. A bloody discharge from the nipple may be a sign of breast cancer.

[0337] A thickening or lump in the breast or in other parts of the body could indicate the presence of a cancer. Many cancers can be felt through the skin, mostly in the breast, testicle, lymph nodes (glands), and the soft tissues of the body. A lump or thickening may be an early or late sign of cancer. Any lump or thickening could be indicative of cancer, especially if the formation is new or has grown in size.

[0338] Indigestion or trouble swallowing could indicate cancer. While these symptoms commonly have other causes, indigestion or swallowing problems may be a sign of cancer of the esophagus, stomach, or pharynx (throat).

[0339] Recent changes in a wart or mole could be indicative of cancer. Any wart, mole, or freckle that changes in color, size, or shape, or loses its definite borders indicates the potential development of cancer. For example, the skin lesion may be a melanoma. [0340] A persistent cough or hoarseness could be indicative of cancer. A cough that does not go away may be a sign of lung cancer. Hoarseness can be a sign of cancer of the larynx (voice box) or thyroid.

[0341] While the signs and symptoms listed above are the more common ones seen with cancer, there are many others that are less common and are not listed here. However, all art- recognized signs and symptoms of cancer are contemplated and encompassed by the instant invention.

[0342] Treating cancer can result in a reduction in size of a tumor. A reduction in size of a tumor may also be referred to as "tumor regression". Preferably, after treatment, tumor size is reduced by 5% or greater relative to its size prior to treatment; more preferably, tumor size is reduced by 10% or greater; more preferably, reduced by 20% or greater; more preferably, reduced by 30% or greater; more preferably, reduced by 40% or greater; even more preferably, reduced by 50% or greater; and most preferably, reduced by greater than 75% or greater. Size of a tumor may be measured by any reproducible means of measurement. The size of a tumor may be measured as a diameter of the tumor.

[0343] Treating cancer can result in a reduction in tumor volume. Preferably, after treatment, tumor volume is reduced by 5% or greater relative to its size prior to treatment; more preferably, tumor volume is reduced by 10% or greater; more preferably, reduced by 20% or greater; more preferably, reduced by 30% or greater; more preferably, reduced by 40% or greater; even more preferably, reduced by 50% or greater; and most preferably, reduced by greater than 75% or greater. Tumor volume may be measured by any reproducible means of measurement.

[0344] Treating cancer results in a decrease in number of tumors. Preferably, after treatment, tumor number is reduced by 5% or greater relative to number prior to treatment; more preferably, tumor number is reduced by 10% or greater; more preferably, reduced by 20% or greater; more preferably, reduced by 30% or greater; more preferably, reduced by 40% or greater; even more preferably, reduced by 50% or greater; and most preferably, reduced by greater than 75%. Number of tumors may be measured by any reproducible means of measurement. The number of tumors may be measured by counting tumors visible to the naked eye or at a specified magnification. Preferably, the specified magnification is 2x, 3x, 4x, 5x, 10x, or 5Ox. [0345] Treating cancer can result in a decrease in number of metastatic lesions in other tissues or organs distant from the primary tumor site. Preferably, after treatment, the number of metastatic lesions is reduced by 5% or greater relative to number prior to treatment; more preferably, the number of metastatic lesions is reduced by 10% or greater; more preferably, reduced by 20% or greater; more preferably, reduced by 30% or greater; more preferably, reduced by 40% or greater; even more preferably, reduced by 50% or greater; and most preferably, reduced by greater than 75%. The number of metastatic lesions may be measured by any reproducible means of measurement. The number of metastatic lesions may be measured by counting metastatic lesions visible to the naked eye or at a specified magnification. Preferably, the specified magnification is 2x, 3x, 4x, 5x, 10x, or 5Ox. [0346] Treating cancer can result in an increase in average survival time of a population of treated subjects in comparison to a population receiving carrier alone. Preferably, the average survival time is increased by more than 30 days; more preferably, by more than 60 days; more preferably, by more than 90 days; and most preferably, by more than 120 days. An increase in average survival time of a population may be measured by any reproducible means. An increase in average survival time of a population may be measured, for example, by calculating for a population the average length of survival following initiation of treatment with an active compound. An increase in average survival time of a population may also be measured, for example, by calculating for a population the average length of survival following completion of a first round of treatment with an active compound.

[0347] Treating cancer can result in an increase in average survival time of a population of treated subjects in comparison to a population of untreated subjects. Preferably, the average survival time is increased by more than 30 days; more preferably, by more than 60 days; more preferably, by more than 90 days; and most preferably, by more than 120 days. An increase in average survival time of a population may be measured by any reproducible means. An increase in average survival time of a population may be measured, for example, by calculating for a population the average length of survival following initiation of treatment with an active compound. An increase in average survival time of a population may also be measured, for example, by calculating for a population the average length of survival following completion of a first round of treatment with an active compound. [0348] Treating cancer can result in increase in average survival time of a population of treated subjects in comparison to a population receiving monotherapy with a drug that is not a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof. Preferably, the average survival time is increased by more than 30 days; more preferably, by more than 60 days; more preferably, by more than 90 days; and most preferably, by more than 120 days. An increase in average survival time of a population may be measured by any reproducible means. An increase in average survival time of a population may be measured, for example, by calculating for a population the average length of survival following initiation of treatment with an active compound. An increase in average survival time of a population may also be measured, for example, by calculating for a population the average length of survival following completion of a first round of treatment with an active compound.

[0349] Treating cancer can result in a decrease in the mortality rate of a population of treated subjects in comparison to a population receiving carrier alone. Treating cancer can result in a decrease in the mortality rate of a population of treated subjects in comparison to an untreated population. Treating cancer can result in a decrease in the mortality rate of a population of treated subjects in comparison to a population receiving monotherapy with a drug that is not a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof. Preferably, the mortality rate is decreased by more than 2%; more preferably, by more than 5%; more preferably, by more than 10%; and most preferably, by more than 25%. A decrease in the mortality rate of a population of treated subjects may be measured by any reproducible means. A decrease in the mortality rate of a population may be measured, for example, by calculating for a population the average number of disease-related deaths per unit time following initiation of treatment with an active compound. A decrease in the mortality rate of a population may also be measured, for example, by calculating for a population the average number of disease-related deaths per unit time following completion of a first round of treatment with an active compound.

[0350] Treating cancer can result in a decrease in tumor growth rate. Preferably, after treatment, tumor growth rate is reduced by at least 5% relative to number prior to treatment; more preferably, tumor growth rate is reduced by at least 10%; more preferably, reduced by at least 20%; more preferably, reduced by at least 30%; more preferably, reduced by at least 40%; more preferably, reduced by at least 50%; even more preferably, reduced by at least 50%; and most preferably, reduced by at least 75%. Tumor growth rate may be measured by any reproducible means of measurement. Tumor growth rate can be measured according to a change in tumor diameter per unit time.

[0351] Treating cancer can result in a decrease in tumor regrowth. Preferably, after treatment, tumor regrowth is less than 5%; more preferably, tumor regrowth is less than 10%; more preferably, less than 20%; more preferably, less than 30%; more preferably, less than 40%; more preferably, less than 50%; even more preferably, less than 50%; and most preferably, less than 75%. Tumor regrowth may be measured by any reproducible means of measurement. Tumor regrowth is measured, for example, by measuring an increase in the diameter of a tumor after a prior tumor shrinkage that followed treatment. A decrease in tumor regrowth is indicated by failure of tumors to reoccur after treatment has stopped.

[0352] Treating or preventing a cell proliferative disorder can result in a reduction in the rate of cellular proliferation. Preferably, after treatment, the rate of cellular proliferation is reduced by at least 5%; more preferably, by at least 10%; more preferably, by at least 20%; more preferably, by at least 30%; more preferably, by at least 40%; more preferably, by at least 50%; even more preferably, by at least 50%; and most preferably, by at least 75%. The rate of cellular proliferation may be measured by any reproducible means of measurement. The rate of cellular proliferation is measured, for example, by measuring the number of dividing cells in a tissue sample per unit time.

[0353] Treating or preventing a cell proliferative disorder can result in a reduction in the proportion of proliferating cells. Preferably, after treatment, the proportion of proliferating cells is reduced by at least 5%; more preferably, by at least 10%; more preferably, by at least 20%; more preferably, by at least 30%; more preferably, by at least 40%; more preferably, by at least 50%; even more preferably, by at least 50%; and most preferably, by at least 75%. The proportion of proliferating cells may be measured by any reproducible means of measurement. Preferably, the proportion of proliferating cells is measured, for example, by quantifying the number of dividing cells relative to the number of nondividing cells in a tissue sample. The proportion of proliferating cells can be equivalent to the mitotic index.

[0354] Treating or preventing a cell proliferative disorder can result in a decrease in size of an area or zone of cellular proliferation. Preferably, after treatment, size of an area or zone of cellular proliferation is reduced by at least 5% relative to its size prior to treatment; more preferably, reduced by at least 10%; more preferably, reduced by at least 20%; more preferably, reduced by at least 30%; more preferably, reduced by at least 40%; more preferably, reduced by at least 50%; even more preferably, reduced by at least 50%; and most preferably, reduced by at least 75%. Size of an area or zone of cellular proliferation may be measured by any reproducible means of measurement. The size of an area or zone of cellular proliferation may be measured as a diameter or width of an area or zone of cellular proliferation. [0355] Treating or preventing a cell proliferative disorder can result in a decrease in the number or proportion of cells having an abnormal appearance or morphology. Preferably, after treatment, the number of cells having an abnormal morphology is reduced by at least 5% relative to its size prior to treatment; more preferably, reduced by at least 10%; more preferably, reduced by at least 20%; more preferably, reduced by at least 30%; more preferably, reduced by at least 40%; more preferably, reduced by at least 50%; even more preferably, reduced by at least 50%; and most preferably, reduced by at least 75%. An abnormal cellular appearance or morphology may be measured by any reproducible means of measurement. An abnormal cellular morphology can be measured by microscopy, e.g., using an inverted tissue culture microscope. An abnormal cellular morphology can take the form of nuclear pleiomorphism.

[0356] As used herein, the term "selectively" means tending to occur at a higher frequency in one population than in another population. The compared populations can be cell populations. Preferably, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, acts selectively on a cancer or precancerous cell but not on a normal cell. Preferably, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, acts selectively to modulate one molecular target {e.g., a target kinase) but does not significantly modulate another molecular target {e.g., a non-target kinase). The invention also provides a method for selectively inhibiting the activity of an enzyme, such as a kinase. Preferably, an event occurs selectively in population A relative to population B if it occurs greater than two times more frequently in population A as compared to population B. An event occurs selectively if it occurs greater than five times more frequently in population A. An event occurs selectively if it occurs greater than ten times more frequently in population A; more preferably, greater than fifty times; even more preferably, greater than 100 times; and most preferably, greater than 1000 times more frequently in population A as compared to population B. For example, cell death would be said to occur selectively in cancer cells if it occurred greater than twice as frequently in cancer cells as compared to normal cells. [0357] A compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, can modulate the activity of a molecular target (e.g., a target kinase). Modulating refers to stimulating or inhibiting an activity of a molecular target. Preferably, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, modulates the activity of a molecular target if it stimulates or inhibits the activity of the molecular target by at least 2-fold relative to the activity of the molecular target under the same conditions but lacking only the presence of said compound. More preferably, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, modulates the activity of a molecular target if it stimulates or inhibits the activity of the molecular target by at least 5-fold, at least 10-fold, at least 20-fold, at least 50-fold, at least 100-fold relative to the activity of the molecular target under the same conditions but lacking only the presence of said compound. The activity of a molecular target may be measured by any reproducible means. The activity of a molecular target may be measured in vitro or in vivo. For example, the activity of a molecular target may be measured in vitro by an enzymatic activity assay or a DNA binding assay, or the activity of a molecular target may be measured in vivo by assaying for expression of a reporter gene.

[0358] A compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, does not significantly modulate the activity of a molecular target if the addition of the compound does not stimulate or inhibit the activity of the molecular target by greater than 10% relative to the activity of the molecular target under the same conditions but lacking only the presence of said compound. [0359] As used herein, the term "isozyme selective" means preferential inhibition or stimulation of a first isoform of an enzyme in comparison to a second isoform of an enzyme {e.g., preferential inhibition or stimulation of a kinase isozyme alpha in comparison to a kinase isozyme beta). Preferably, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, demonstrates a minimum of a four fold differential, preferably a ten fold differential, more preferably a fifty fold differential, in the dosage required to achieve a biological effect. Preferably, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, demonstrates this differential across the range of inhibition, and the differential is exemplified at the IC50, i.e., a 50% inhibition, for a molecular target of interest. [0360] Administering a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, to a cell or a subject in need thereof can result in modulation (i.e., stimulation or inhibition) of an activity of a kinase of interest. [0361] The present invention provides methods to assess biological activity of a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof,. In one method, an assay based on enzymatic activity can be utilized. In one specific enzymatic activity assay, the enzymatic activity is from a kinase. As used herein, "kinase" refers to a large class of enzymes which catalyze the transfer of the γ-phosphate from ATP to the hydroxyl group on the side chain of Ser/Thr or Tyr in proteins and peptides and are intimately involved in the control of various important cell functions, perhaps most notably: signal transduction, differentiation, and proliferation. There are estimated to be about 2,000 distinct protein kinases in the human body, and although each of these phosphorylates particular protein/peptide substrates, they all bind the same second substrate ATP in a highly conserved pocket. About 50% of the known oncogene products are protein tyrosine kinases (PTKs), and their kinase activity has been shown to lead to cell transformation. Preferably, the kinase assayed is a tyrosine kinase.

[0362] A change in enzymatic activity caused by a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, can be measured in the disclosed assays. The change in enzymatic activity can be characterized by the change in the extent of phosphorylation of certain substrates. As used herein, "phosphorylation" refers to the addition of phosphate groups to a substrate, including proteins and organic molecules; and, plays an important role in regulating the biological activities of proteins. Preferably, the phosphorylation assayed and measured involves the addition of phosphate groups to tyrosine residues. The substrate can be a peptide or protein. [0363] In some assays, immunological reagents, e.g., antibodies and antigens, are employed. Fluorescence can be utilized in the measurement of enzymatic activity in some assays. As used herein, "fluorescence" refers to a process through which a molecule emits a photon as a result of absorbing an incoming photon of higher energy by the same molecule. Specific methods for assessing the biological activity of the disclosed compounds are described in the examples. [0364] As used herein, an activity of c-Met refers to any biological function or activity that is carried out by c-Met. For example, a function of c-Met includes phosphorylation of downstream target proteins. Other functions of c-Met include autophosphorylation, binding of adaptor proteins such as Gab-1, Grb-2, She, SHP2 and c-Cbl, and activation of signal transducers such as Ras, Src, PBK, PLC-γ, STATs, ERKl and 2 and FAK. [0365] Administering a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, to a cell or a subject in need thereof results in modulation (i.e., stimulation or inhibition) of an activity of an intracellular target (e.g., substrate). Several intracellular targets can be modulated with the compounds of the present invention, including, but not limited to, adaptor proteins such as Gab-1, Grb-2, She, SHP2 and c-Cbl, and signal transducers such as Ras, Src, PI3K, PLC-γ, STATs, ERKl and 2 and FAK.

[0366] Activating refers to placing a composition of matter (e.g., protein or nucleic acid) in a state suitable for carrying out a desired biological function. A composition of matter capable of being activated also has an unactivated state. An activated composition of matter may have an inhibitory or stimulatory biological function, or both.

[0367] Elevation refers to an increase in a desired biological activity of a composition of matter (e.g., a protein or a nucleic acid). Elevation may occur through an increase in concentration of a composition of matter.

[0368] As used herein, "a cell cycle checkpoint pathway" refers to a biochemical pathway that is involved in modulation of a cell cycle checkpoint. A cell cycle checkpoint pathway may have stimulatory or inhibitory effects, or both, on one or more functions comprising a cell cycle checkpoint. A cell cycle checkpoint pathway is comprised of at least two compositions of matter, preferably proteins, both of which contribute to modulation of a cell cycle checkpoint. A cell cycle checkpoint pathway may be activated through an activation of one or more members of the cell cycle checkpoint pathway. Preferably, a cell cycle checkpoint pathway is a biochemical signaling pathway. [0369] As used herein, "cell cycle checkpoint regulator" refers to a composition of matter that can function, at least in part, in modulation of a cell cycle checkpoint. A cell cycle checkpoint regulator may have stimulatory or inhibitory effects, or both, on one or more functions comprising a cell cycle checkpoint. A cell cycle checkpoint regulator can be a protein or not a protein.

[0370] Treating cancer or a cell proliferative disorder can result in cell death, and preferably, cell death results in a decrease of at least 10% in number of cells in a population. More preferably, cell death means a decrease of at least 20%; more preferably, a decrease of at least 30%; more preferably, a decrease of at least 40%; more preferably, a decrease of at least 50%; most preferably, a decrease of at least 75%. Number of cells in a population may be measured by any reproducible means. A number of cells in a population can be measured by fluorescence activated cell sorting (FACS), immunofluorescence microscopy and light microscopy. Methods of measuring cell death are as shown in Li et ah, Proc Natl Acad Sci U S A. 100(5): 2674-8, 2003. In an aspect, cell death occurs by apoptosis. [0371] Preferably, an effective amount of a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, is not significantly cytotoxic to normal cells. A therapeutically effective amount of a compound is not significantly cytotoxic to normal cells if administration of the compound in a therapeutically effective amount does not induce cell death in greater than 10% of normal cells. A therapeutically effective amount of a compound does not significantly affect the viability of normal cells if administration of the compound in a therapeutically effective amount does not induce cell death in greater than 10% of normal cells. In an aspect, cell death occurs by apoptosis.

[0372] Contacting a cell with a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, can induce or activate cell death selectively in cancer cells. Administering to a subject in need thereof a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, can induce or activate cell death selectively in cancer cells. Contacting a cell with a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, can induce cell death selectively in one or more cells affected by a cell proliferative disorder. Preferably, administering to a subject in need thereof a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, induces cell death selectively in one or more cells affected by a cell proliferative disorder.

[0373] The present invention relates to a method of treating or preventing cancer by administering a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, to a subject in need thereof, where administration of the compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, results in one or more of the following: accumulation of cells in Gl and/or S phase of the cell cycle, cytotoxicity via cell death in cancer cells without a significant amount of cell death in normal cells, antitumor activity in animals with a therapeutic index of at least 2, and activation of a cell cycle checkpoint. As used herein, "therapeutic index" is the maximum tolerated dose divided by the efficacious dose. [0374] One skilled in the art may refer to general reference texts for detailed descriptions of known techniques discussed herein or equivalent techniques. These texts include Ausubel et ah, Current Protocols in Molecular Biology, John Wiley and Sons, Inc. (2005); Sambrook et ah, Molecular Cloning, A Laboratory Manual (3 ^rd edition), Cold Spring Harbor Press, Cold Spring Harbor, New York (2000); Coligan et ah, Current Protocols in Immunology, John Wiley & Sons, N.Y.; Enna et ah, Current Protocols in Pharmacology, John Wiley & Sons, N.Y.; Fingl et al, The Pharmacological Basis of Therapeutics (1975), Remington's Pharmaceutical Sciences, Mack Publishing Co., Easton, PA, 18* edition (1990). These texts can, of course, also be referred to in making or using an aspect of the invention [0375] As used herein, "combination therapy" or "co-therapy" includes the administration of a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, and at least a second agent as part of a specific treatment regimen intended to provide the beneficial effect from the co-action of these therapeutic agents. The beneficial effect of the combination includes, but is not limited to, pharmacokinetic or pharmacodynamic co-action resulting from the combination of therapeutic agents. Administration of these therapeutic agents in combination typically is carried out over a defined time period (usually minutes, hours, days or weeks depending upon the combination selected). "Combination therapy" may be, but generally is not, intended to encompass the administration of two or more of these therapeutic agents as part of separate monotherapy regimens that incidentally and arbitrarily result in the combinations of the present invention. [0376] "Combination therapy" is intended to embrace administration of these therapeutic agents in a sequential manner, wherein each therapeutic agent is administered at a different time, as well as administration of these therapeutic agents, or at least two of the therapeutic agents, in a substantially simultaneous manner. Substantially simultaneous administration can be accomplished, for example, by administering to the subject a single capsule having a fixed ratio of each therapeutic agent or in multiple, single capsules for each of the therapeutic agents. Sequential or substantially simultaneous administration of each therapeutic agent can be effected by any appropriate route including, but not limited to, oral routes, intravenous routes, intramuscular routes, and direct absorption through mucous membrane tissues. The therapeutic agents can be administered by the same route or by different routes. For example, a first therapeutic agent of the combination selected may be administered by intravenous injection while the other therapeutic agents of the combination may be administered orally. Alternatively, for example, all therapeutic agents may be administered orally or all therapeutic agents may be administered by intravenous injection. The sequence in which the therapeutic agents are administered is not narrowly critical.

[0377] "Combination therapy" also embraces the administration of the therapeutic agents as described above in further combination with other biologically active ingredients and non-drug therapies (e.g., surgery or radiation treatment). Where the combination therapy further comprises a non-drug treatment, the non-drug treatment may be conducted at any suitable time so long as a beneficial effect from the co-action of the combination of the therapeutic agents and non-drug treatment is achieved. For example, in appropriate cases, the beneficial effect is still achieved when the non-drug treatment is temporally removed from the administration of the therapeutic agents, perhaps by days or even weeks.

[0378] A compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof, may be administered in combination with a second chemotherapeutic agent. The second chemotherapeutic agent (also referred to as an antineoplastic agent or anti-proliferative agent) can be an alkylating agent; an antibiotic; an antimetabolite; a detoxifying agent; an interferon; a polyclonal or monoclonal antibody; an EGFR inhibitor; a HER2 inhibitor; ahistone deacetylase inhibitor; a hormone; a mitotic inhibitor; an MTOR inhibitor; a multi-kinase inhibitor; a serine/threonine kinase inhibitor; a tyrosine kinase inhibitors; a VEGF/VEGFR inhibitor; a taxane or taxane derivative, an aromatase inhibitor, an anthracycline, a microtubule targeting drug, a topoisomerase poison drug, an inhibitor of a molecular target or enzyme (e.g., a kinase inhibitor), a cytidine analogue drug or any chemotherapeutic, anti-neoplastic or antiproliferative agent listed in www.cancer.org/docroot/cdg/cdg_0.asp. [0379] Exemplary alkylating agents include, but are not limited to, cyclophosphamide (Cytoxan; Neosar); chlorambucil (Leukeran); melphalan (Alkeran); carmustine (BiCNU); busulfan (Busulfex); lomustine (CeeNU); dacarbazine (DTIC-Dome); oxaliplatin (Eloxatin); carmustine (Gliadel); ifosfamide (Ifex); mechlorethamine (Mustargen); busulfan (Myleran); carboplatin (Paraplatin); cisplatin (CDDP; Platinol); temozolomide (Temodar); thiotepa (Thioplex); bendamustine (Treanda); or streptozocin (Zanosar).

[0380] Exemplary antibiotics include, but are not limited to, doxorubicin (Adriamycin); doxorubicin liposomal (Doxil); mitoxantrone (Novantrone); bleomycin (Blenoxane); daunorubicin (Cerubidine); daunorubicin liposomal (DaunoXome); dactinomycin (Cosmegen); epirubicin (Ellence); idarubicin (Idamycin); plicamycin (Mithracin); mitomycin (Mutamycin); pentostatin (Nipent); or valrubicin (Valstar).

[0381] Exemplary anti-metabolites include, but are not limited to, fluorouracil (Adrucil); capecitabine (Xeloda); hydroxyurea (Hydrea); mercaptopurine (Purinethol); pemetrexed (Alimta); fludarabine (Fludara); nelarabine (Arranon); cladribine (Cladribine Novaplus); clofarabine (Clolar); cytarabine (Cytosar-U); decitabine (Dacogen); cytarabine liposomal (DepoCyt); hydroxyurea (Droxia); pralatrexate (Folotyn); floxuridine (FUDR); gemcitabine (Gemzar); cladribine (Leustatin); fludarabine (Oforta); methotrexate (MTX; Rheumatrex); methotrexate (Trexall); thioguanine (Tabloid); TS-I or cytarabine (Tarabine PFS). [0382] Exemplary detoxifying agents include, but are not limited to, amifostine (Ethyol) or mesna (Mesnex).

[0383] Exemplary interferons include, but are not limited to, interferon alfa-2b (Intron A) or interferon alfa-2a (Roferon-A).

[0384] Exemplary polyclonal or monoclonal antibodies include, but are not limited to, trastuzumab (Herceptin); ofatumumab (Arzerra); bevacizumab (Avastin); rituximab (Rituxan); cetuximab (Erbitux); panitumumab (Vectibix); tositumomab/iodine ¹³¹ tositumomab (Bexxar); alemtuzumab (Campath); ibritumomab (Zevalin; In-111; Y-90 Zevalin); gemtuzumab

(Mylotarg); eculizumab (Soliris) ordenosumab.

[0385] Exemplary EGFR inhibitors include, but are not limited to, gefitinib (Iressa); lapatinib

(Tykerb); cetuximab (Erbitux); erlotinib (Tarceva); panitumumab (Vectibix); PKI- 166; canertinib (CI- 1033); matuzumab (Emd7200) or EKB-569.

[0386] Exemplary HER2 inhibitors include, but are not limited to, trastuzumab (Herceptin); lapatinib

(Tykerb) or AC-480.

[0387] Histone Deacetylase Inhibitors include, but are not limited to, vorinostat (Zolinza).

[0388] Exemplary hormones include, but are not limited to, tamoxifen (Soltamox; Nolvadex); raloxifene (Evista); megestrol (Megace); leuprolide (Lupron; Lupron Depot; Eligard; Viadur) ; fulvestrant (Faslodex); letrozole (Femara); triptorelin (Trelstar LA; Trelstar Depot) ; exemestane (Aromasin) ; goserelin (Zoladex) ; bicalutamide (Casodex); anastrozole

(Arimidex); fluoxymesterone (Androxy; Halotestin); medroxyprogesterone (Provera; Depo-

Provera); estramustine (Emcyt); flutamide (Eulexin); toremifene (Fareston); degarelix

(Firmagon); nilutamide (Nilandron); abarelix (Plenaxis); or testolactone (Teslac).

[0389] Exemplary mitotic inhibitors include, but are not limited to, paclitaxel (Taxol; Onxol;

Abraxane); docetaxel (Taxotere); vincristine (Oncovin; Vincasar PFS); vinblastine (Velban); etoposide (Toposar; Etopophos; VePesid); teniposide (Vumon); ixabepilone (Ixempra); nocodazole; epothilone; vinorelbine (Navelbine); camptothecin (CPT); irinotecan (Camptosar); topotecan (Hycamtin); amsacrine or lamellarin D (LAM-D).

[0390] Exemplary MTOR inhibitors include, but are not limited to, everolimus (Afϊnitor) or temsirolimus (Torisel); rapamune, ridaforolimus; or AP23573.

[0391] Exemplary multi-kinase inhibitors include, but are not limited to, sorafenib (Nexavar); sunitinib

(Sutent); BIBW 2992; E7080; Zd6474; PKC-412; motesanib; or AP24534.

[0392] Exemplary serine/threonine kinase inhibitors include, but are not limited to, ruboxistaurin; eril/easudil hydrochloride; fiavopiridol; seliciclib (CYC202; Roscovitrine); SNS-032 (BMS-

387032); Pkc412; bryostatin; KAI-9803;SF1126; VX-680; Azdl l52; Arry-142886 (AZD-

6244); SCIO-469; GW681323; CC-401; CEP-1347 or PD 332991.

[0393] Exemplary tyrosine kinase inhibitors include, but are not limited to, erlotinib (Tarceva); gefitinib

(Iressa); imatinib (Gleevec); sorafenib (Nexavar); sunitinib (Sutent); trastuzumab (Herceptin); bevacizumab (Avastin); rituximab (Rituxan); lapatinib (Tykerb); cetuximab (Erbitux); panitumumab (Vectibix); everolimus (Afϊnitor); alemtuzumab (Campath); gemtuzumab

(Mylotarg); temsirolimus (Torisel); pazopanib (Votrient); dasatinib (Sprycel); nilotinib

(Tasigna); vatalanib (Ptk787; ZK222584); CEP-701; SU5614; MLN518; XL999; VX-322;

Azd0530; BMS-354825; SKI-606 CP-690; AG-490; WHI-P154; WHI-P131; AC-220; or

AMG888.

[0394] Exemplary VEGF/VEGFR inhibitors include, but are not limited to, bevacizumab (Avastin); sorafenib (Nexavar); sunitinib (Sutent); ranibizumab; pegaptanib; or vandetinib.

[0395] Exemplary microtubule targeting drugs include, but are not limited to, paclitaxel, docetaxel, vincristin, vinblastin, nocodazole, epothilones and navelbine.

[0396] Exemplary topoisomerase poison drugs include, but are not limited to, teniposide, etoposide, adriamycin, camptothecin, daunorubicin, dactinomycin, mitoxantrone, amsacrine, epirubicin and idarubicin.

[0397] Exemplary taxanes or taxane derivatives include, but are not limited to, paclitaxel and docetaxol.

[0398] Exemplary general chemotherapeutic, anti-neoplastic, antiproliferative agents include, but are not limited to, altretamine (Hexalen); isotretinoin (Accutane; Amnesteem; Claravis; Sotret); tretinoin

(Vesanoid); azacitidine (Vidaza); bortezomib (Velcade) asparaginase (Elspar); levamisole

(Ergamisol); mitotane (Lysodren); procarbazine (Matulane); pegaspargase (Oncaspar); denileukin diftitox (Ontak); porfimer (Photofrin); aldesleukin (Proleukin); lenalidomide

(Revlimid); bexarotene (Targretin); thalidomide (Thalomid); temsirolimus (Torisel); arsenic trioxide (Trisenox); verteporfin (Visudyne); mimosine (Leucenol); (IM tegafur - 0.4 M 5- chloro-2,4-dihydroxypyrimidine - 1 M potassium oxonate) or lovastatin.

[0399] In another aspect, the second chemotherapeutic agent can be a cytokine such as G-CSF

(granulocyte colony stimulating factor). In another aspect, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof, may be administered in combination with radiation therapy. Radiation therapy can also be administered in combination with a compound of the present invention and another chemotherapeutic agent described herein as part of a multiple agent therapy. In yet another aspect, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, analog or derivative thereof, may be administered in combination with standard chemotherapy combinations such as, but not restricted to, CMF (cyclophosphamide, methotrexate and 5-fluorouracil), CAF (cyclophosphamide, adriamycin and 5-fluorouracil), AC (adriamycin and cyclophosphamide), FEC (5-fluorouracil, epirubicin, and cyclophosphamide), ACT or ATC (adriamycin, cyclophosphamide, and paclitaxel), rituximab, Xeloda (capecitabine), Cisplatin (CDDP), Carboplatin, TS-I (tegafur, gimestat and otastat potassium at a molar ratio of 1 :0.4:1), Camptothecin-11 (CPT-I l, Irinotecan or Camptosar™) or CMFP (cyclophosphamide, methotrexate, 5-fluorouracil and prednisone).

[0400] In preferred embodiments, a compound of the present invention, or a pharmaceutically acceptable salt, prodrug, metabolite, polymorph or solvate thereof, may be administered with an inhibitor of an enzyme, such as a receptor or non-receptor kinase. Receptor and nonreceptor kinases of the invention are, for example, tyrosine kinases or serine/threonine kinases. Kinase inhibitors of the invention are small molecules, polynucleic acids, polypeptides, or antibodies.

[0401] Exemplary kinase inhibitors include, but are not limited to, Bevacizumab (targets VEGF), BIBW 2992 (targets EGFR and Erb2), Cetuximab/Erbitux (targets Erbl), Imatinib/Gleevic (targets Bcr-Abl), Trastuzumab (targets Erb2), Gefitinib/Iressa (targets EGFR), Ranibizumab (targets VEGF), Pegaptanib (targets VEGF), Erlotinib/Tarceva (targets Erbl), Nilotinib (targets Bcr-Abl), Lapatinib (targets Erbl and Erb2/Her2), GW- 572016/lapatinib ditosylate (targets HER2/Erb2), Panitumumab/Vectibix (targets EGFR), Vandetinib (targets RET/VEGFR), E7080 (multiple targets including RET and VEGFR), Herceptin (targets HER2/Erb2), PKI- 166 (targets EGFR), Canertinib/CI-1033 (targets EGFR), Sunitinib/SU-11464/Sutent (targets EGFR and FLT3), Matuzumab/Emd7200 (targets EGFR), EKB-569 (targets EGFR), Zd6474 (targets EGFR and VEGFR), PKC-412 (targets VEGR and FLT3), Vatalanib/Ptk787/ZK222584 (targets VEGR), CEP-701 (targets FLT3), SU5614 (targets FLT3), MLN518 (targets FLT3), XL999 (targets FLT3), VX-322 (targets FLT3), Azd0530 (targets SRC), BMS-354825 (targets SRC), SKI-606 (targets SRC), CP-690 (targets JAK), AG-490 (targets JAK), WHI-P 154 (targets JAK), WHI-P131 (targets JAK), sorafenib/Nexavar (targets RAF kinase, VEGFR-I, VEGFR-2, VEGFR-3, PDGFR- β, KIT, FLT-3, and RET), Dasatinib/Sprycel (BCR/ABL and Src), AC-220 (targets Flt3), AC-480 (targets all HER proteins, "panHER"), Motesanib diphosphate (targets VEGF 1-3, PDGFR, and c-kit), Denosumab (targets RANKL, inhibits SRC), AMG888 (targets HER3), and AP24534 (multiple targets including Flt3). [0402] Exemplary serine/threonine kinase inhibitors include, but are not limited to, Rapamune (targets mTOR/FRAPl), Deforolimus (targets mTOR), Certican/Everolimus (targets mTOR/FRAPl), AP23573 (targets mTOR/FRAPl), Eril/Fasudil hydrochloride (targets RHO), Flavopiridol (targets CDK), Seliciclib/CYC202/Roscovitrine (targets CDK), SNS-032/BMS- 387032 (targets CDK), Ruboxistaurin (targets PKC), Pkc412 (targets PKC), Bryostatin (targets PKC), KAI-9803 (targets PKC), SFl 126 (targets PI3K), VX-680 (targets Aurora kinase), Azdl 152 (targets Aurora kinase), Arry-142886/AZD-6244 (targets MAP/MEK), SCIO-469 (targets MAP/MEK), GW681323 (targets MAP/MEK), CC-401 (targets JNK), CEP-1347 (targets JNK), and PD 332991 (targets CDK).

4. Pharmaceutical Compositions

[0403] The present invention also provides pharmaceutical compositions comprising a compound of formulae I, II, III, 112, 113, III, IHl , III2 and III3 in combination with at least one pharmaceutically acceptable excipient or carrier.

[0404] A "pharmaceutical composition" is a formulation containing the compounds of the present invention in a form suitable for administration to a subject. In one embodiment, the pharmaceutical composition is in bulk or in unit dosage form. The unit dosage form is any of a variety of forms, including, for example, a capsule, an IV bag, a tablet, a single pump on an aerosol inhaler or a vial. The quantity of active ingredient (e.g., a formulation of the disclosed compound or salt, hydrate, solvate or isomer thereof) in a unit dose of composition is an effective amount and is varied according to the particular treatment involved. One skilled in the art will appreciate that it is sometimes necessary to make routine variations to the dosage depending on the age and condition of the patient. The dosage will also depend on the route of administration. A variety of routes are contemplated, including oral, pulmonary, rectal, parenteral, transdermal, subcutaneous, intravenous, intramuscular, intraperitoneal, inhalational, buccal, sublingual, intrapleural, intrathecal, intranasal, and the like. Dosage forms for the topical or transdermal administration of a compound of this invention include powders, sprays, ointments, pastes, creams, lotions, gels, solutions, patches and inhalants. In one embodiment, the active compound is mixed under sterile conditions with a pharmaceutically acceptable carrier, and with any preservatives, buffers or propellants that are required. [0405] As used herein, the phrase "pharmaceutically acceptable" refers to those compounds, materials, compositions, carriers, and/or dosage forms which are, within the scope of sound medical judgment, suitable for use in contact with the tissues of human beings and animals without excessive toxicity, irritation, allergic response, or other problem or complication, commensurate with a reasonable benefit/risk ratio.

[0406] "Pharmaceutically acceptable excipient" means an excipient that is useful in preparing a pharmaceutical composition that is generally safe, non-toxic and neither biologically nor otherwise undesirable, and includes excipient that is acceptable for veterinary use as well as human pharmaceutical use. A "pharmaceutically acceptable excipient" as used in the specification and claims includes both one and more than one such excipient. [0407] A pharmaceutical composition of the invention is formulated to be compatible with its intended route of administration. Examples of routes of administration include parenteral, e.g., intravenous, intradermal, subcutaneous, oral {e.g., inhalation), transdermal (topical), and transmucosal administration. Solutions or suspensions used for parenteral, intradermal, or subcutaneous application can include the following components: a sterile diluent such as water for injection, saline solution, fixed oils, polyethylene glycols, glycerine, propylene glycol or other synthetic solvents; antibacterial agents such as benzyl alcohol or methyl parabens; antioxidants such as ascorbic acid or sodium bisulfite; chelating agents such as ethylenediaminetetraacetic acid; buffers such as acetates, citrates or phosphates, and agents for the adjustment of tonicity such as sodium chloride or dextrose. The pH can be adjusted with acids or bases, such as hydrochloric acid or sodium hydroxide. The parenteral preparation can be enclosed in ampoules, disposable syringes or multiple dose vials made of glass or plastic. [0408] A compound or pharmaceutical composition of the invention can be administered to a subject in many of the well-known methods currently used for chemo therapeutic treatment. For example, for treatment of cancers, a compound of the invention may be injected directly into tumors, injected into the blood stream or body cavities or taken orally or applied through the skin with patches. The dose chosen should be sufficient to constitute effective treatment but not so high as to cause unacceptable side effects. The state of the disease condition {e.g., cancer, precancer, and the like) and the health of the patient should preferably be closely monitored during and for a reasonable period after treatment. [0409] The term "therapeutically effective amount", as used herein, refers to an amount of a pharmaceutical agent to treat, ameliorate, or prevent an identified disease or condition, or to exhibit a detectable therapeutic or inhibitory effect. The effect can be detected by any assay method known in the art. The precise effective amount for a subject will depend upon the subject's body weight, size, and health; the nature and extent of the condition; and the therapeutic or combination of therapeutics selected for administration. Therapeutically effective amounts for a given situation can be determined by routine experimentation that is within the skill and judgment of the clinician. In a preferred aspect, the disease or condition to be treated is cancer. In another aspect, the disease or condition to be treated is a cell proliferative disorder.

[0410] For any compound, the therapeutically effective amount can be estimated initially either in cell culture assays, e.g., of neoplastic cells, or in animal models, usually rats, mice, rabbits, dogs, or pigs. The animal model may also be used to determine the appropriate concentration range and route of administration. Such information can then be used to determine useful doses and routes for administration in humans. Therapeutic/prophylactic efficacy and toxicity may be determined by standard pharmaceutical procedures in cell cultures or experimental animals, e.g., ED ₅ O (the dose therapeutically effective in 50% of the population) and LD ₅ O (the dose lethal to 50% of the population). The dose ratio between toxic and therapeutic effects is the therapeutic index, and it can be expressed as the ratio, LD ₅₀ /ED ₅₀ . Pharmaceutical compositions that exhibit large therapeutic indices are preferred. The dosage may vary within this range depending upon the dosage form employed, sensitivity of the patient, and the route of administration.

[0411 ] Dosage and administration are adjusted to provide sufficient levels of the active agent(s) or to maintain the desired effect. Factors which may be taken into account include the severity of the disease state, general health of the subject, age, weight, and gender of the subject, diet, time and frequency of administration, drug combination(s), reaction sensitivities, and tolerance/response to therapy. Long-acting pharmaceutical compositions may be administered every 3 to 4 days, every week, or once every two weeks depending on half-life and clearance rate of the particular formulation.

[0412] The pharmaceutical compositions containing active compounds of the present invention may be manufactured in a manner that is generally known, e.g., by means of conventional mixing, dissolving, granulating, dragee-making, levigating, emulsifying, encapsulating, entrapping, or lyophilizing processes. Pharmaceutical compositions may be formulated in a conventional manner using one or more pharmaceutically acceptable carriers comprising excipients and/or auxiliaries that facilitate processing of the active compounds into preparations that can be used pharmaceutically. Of course, the appropriate formulation is dependent upon the route of administration chosen.

[0413] Pharmaceutical compositions suitable for injectable use include sterile aqueous solutions (where water soluble) or dispersions and sterile powders for the extemporaneous preparation of sterile injectable solutions or dispersion. For intravenous administration, suitable carriers include physiological saline, bacteriostatic water, Cremophor EL™ (BASF, Parsippany, NJ.) or phosphate buffered saline (PBS). In all cases, the composition must be sterile and should be fluid to the extent that easy syringeability exists. It must be stable under the conditions of manufacture and storage and must be preserved against the contaminating action of microorganisms such as bacteria and fungi. The carrier can be a solvent or dispersion medium containing, for example, water, ethanol, polyol (for example, glycerol, propylene glycol, and liquid polyethylene glycol, and the like), and suitable mixtures thereof. The proper fluidity can be maintained, for example, by the use of a coating such as lecithin, by the maintenance of the required particle size in the case of dispersion and by the use of surfactants. Prevention of the action of microorganisms can be achieved by various antibacterial and antifungal agents, for example, parabens, chlorobutanol, phenol, ascorbic acid, thimerosal, and the like. In many cases, it will be preferable to include isotonic agents, for example, sugars, polyalcohols such as manitol, sorbitol, sodium chloride in the composition. Prolonged absorption of the injectable compositions can be brought about by including in the composition an agent which delays absorption, for example, aluminum monostearate and gelatin. [0414] Sterile injectable solutions can be prepared by incorporating the active compound in the required amount in an appropriate solvent with one or a combination of ingredients enumerated above, as required, followed by filtered sterilization. Generally, dispersions are prepared by incorporating the active compound into a sterile vehicle that contains a basic dispersion medium and the required other ingredients from those enumerated above. In the case of sterile powders for the preparation of sterile injectable solutions, methods of preparation are vacuum drying and freeze-drying that yields a powder of the active ingredient plus any additional desired ingredient from a previously sterile-filtered solution thereof. [0415] Oral compositions generally include an inert diluent or an edible pharmaceutically acceptable carrier. They can be enclosed in gelatin capsules or compressed into tablets. For the purpose of oral therapeutic administration, the active compound can be incorporated with excipients and used in the form of tablets, troches, or capsules. Oral compositions can also be prepared using a fluid carrier for use as a mouthwash, wherein the compound in the fluid carrier is applied orally and swished and expectorated or swallowed. Pharmaceutically compatible binding agents, and/or adjuvant materials can be included as part of the composition. The tablets, pills, capsules, troches and the like can contain any of the following ingredients, or compounds of a similar nature: a binder such as micro crystalline cellulose, gum tragacanth or gelatin; an excipient such as starch or lactose, a disintegrating agent such as alginic acid, Primogel, or corn starch; a lubricant such as magnesium stearate or Sterotes; a glidant such as colloidal silicon dioxide; a sweetening agent such as sucrose or saccharin; or a flavoring agent such as peppermint, methyl salicylate, or orange flavoring. [0416] For administration by inhalation, the compounds are delivered in the form of an aerosol spray from pressured container or dispenser, which contains a suitable propellant, e.g., a gas such as carbon dioxide, or a nebulizer.

[0417] Systemic administration can also be by transmucosal or transdermal means. For transmucosal or transdermal administration, penetrants appropriate to the barrier to be permeated are used in the formulation. Such penetrants are generally known in the art, and include, for example, for transmucosal administration, detergents, bile salts, and fusidic acid derivatives. Transmucosal administration can be accomplished through the use of nasal sprays or suppositories. For transdermal administration, the active compounds are formulated into ointments, salves, gels, or creams as generally known in the art.

[0418] The active compounds can be prepared with pharmaceutically acceptable carriers that will protect the compound against rapid elimination from the body, such as a controlled release formulation, including implants and microencapsulated delivery systems. Biodegradable, biocompatible polymers can be used, such as ethylene vinyl acetate, polyanhydrides, polyglycolic acid, collagen, polyorthoesters, and polylactic acid. Methods for preparation of such formulations will be apparent to those skilled in the art. The materials can also be obtained commercially from Alza Corporation and Nova Pharmaceuticals, Inc. Liposomal suspensions (including liposomes targeted to infected cells with monoclonal antibodies to viral antigens) can also be used as pharmaceutically acceptable carriers. These can be prepared according to methods known to those skilled in the art, for example, as described in U.S. Pat. No. 4,522,811.

[0419] It is especially advantageous to formulate oral or parenteral compositions in dosage unit form for ease of administration and uniformity of dosage. Dosage unit form as used herein refers to physically discrete units suited as unitary dosages for the subject to be treated; each unit containing a predetermined quantity of active compound calculated to produce the desired therapeutic effect in association with the required pharmaceutical carrier. The specification for the dosage unit forms of the invention are dictated by and directly dependent on the unique characteristics of the active compound and the particular therapeutic effect to be achieved. [0420] In therapeutic applications, the dosages of the pharmaceutical compositions used in accordance with the invention vary depending on the agent, the age, weight, and clinical condition of the recipient patient, and the experience and judgment of the clinician or practitioner administering the therapy, among other factors affecting the selected dosage. Generally, the dose should be sufficient to result in slowing, and preferably regressing, the growth of the tumors and also preferably causing complete regression of the cancer. Dosages can range from about 0.01 mg/kg per day to about 5000 mg/kg per day. In preferred aspects, dosages can range from about 1 mg/kg per day to about 1000 mg/kg per day. In an aspect, the dose will be in the range of about 0.1 mg/day to about 50 g/day; about 0.1 mg/day to about 25 g/day; about 0.1 mg/day to about 10 g/day; about 0.1 mg to about 3 g/day; or about 0.1 mg to about 1 g/day, in single, divided, or continuous doses (which dose may be adjusted for the patient's weight in kg, body surface area in m , and age in years). An effective amount of a pharmaceutical agent is that which provides an objectively identifiable improvement as noted by the clinician or other qualified observer. For example, regression of a tumor in a patient may be measured with reference to the diameter of a tumor. Decrease in the diameter of a tumor indicates regression. Regression is also indicated by failure of tumors to reoccur after treatment has stopped. As used herein, the term "dosage effective manner" refers to amount of an active compound to produce the desired biological effect in a subject or cell. [0421] The pharmaceutical compositions can be included in a container, pack, or dispenser together with instructions for administration.

[0422] The compounds of the present invention are capable of further forming salts. All of these forms are also contemplated within the scope of the claimed invention. [0423] As used herein, "pharmaceutically acceptable salts" refer to derivatives of the compounds of the present invention wherein the parent compound is modified by making acid or base salts thereof. Examples of pharmaceutically acceptable salts include, but are not limited to, mineral or organic acid salts of basic residues such as amines, alkali or organic salts of acidic residues such as carboxylic acids, and the like. The pharmaceutically acceptable salts include the conventional non-toxic salts or the quaternary ammonium salts of the parent compound formed, for example, from non-toxic inorganic or organic acids. For example, such conventional non-toxic salts include, but are not limited to, those derived from inorganic and organic acids selected from 2-acetoxybenzoic, 2 -hydroxy ethane sulfonic, acetic, ascorbic, benzene sulfonic, benzoic, bicarbonic, carbonic, citric, edetic, ethane disulfonic, 1 ,2-ethane sulfonic, fumaric, glucoheptonic, gluconic, glutamic, glycolic, glycollyarsanilic, hexylresorcinic, hydrabamic, hydrobromic, hydrochloric, hydroiodic, hydroxymaleic, hydroxynaphthoic, isethionic, lactic, lactobionic, lauryl sulfonic, maleic, malic, mandelic, methane sulfonic, napsylic, nitric, oxalic, pamoic, pantothenic, phenylacetic, phosphoric, polygalacturonic, propionic, salicyclic, stearic, subacetic, succinic, sulfamic, sulfanilic, sulfuric, tannic, tartaric, toluene sulfonic, and the commonly occurring amine acids, e.g., glycine, alanine, phenylalanine, arginine, etc.

[0424] Other examples of pharmaceutically acceptable salts include hexanoic acid, cyclopentane propionic acid, pyruvic acid, malonic acid, 3-(4-hydroxybenzoyl)benzoic acid, cinnamic acid, 4-chlorobenzenesulfonic acid, 2-naphthalenesulfonic acid, 4-toluenesulfonic acid, camphorsulfonic acid, 4-methylbicyclo-[2.2.2]-oct-2-ene-l-carboxylic acid, 3- phenylpropionic acid, trimethylacetic acid, tertiary butylacetic acid, muconic acid, and the like. The present invention also encompasses salts formed when an acidic proton present in the parent compound either is replaced by a metal ion, e.g., an alkali metal ion, an alkaline earth ion, or an aluminum ion; or coordinates with an organic base such as ethanolamine, diethanolamine, triethanolamine, tromethamine, N-methylglucamine, and the like. [0425] It should be understood that all references to pharmaceutically acceptable salts include solvent addition forms (solvates) or crystal forms (polymorphs) as defined herein, of the same salt.

[0426] The compounds of the present invention can also be prepared as esters, for example, pharmaceutically acceptable esters. For example, a carboxylic acid function group in a compound can be converted to its corresponding ester, e.g., a methyl, ethyl or other ester. Also, an alcohol group in a compound can be converted to its corresponding ester, e.g., an acetate, propionate or other ester.

[0427] The compounds of the present invention can also be prepared as prodrugs, for example, pharmaceutically acceptable prodrugs. The terms "pro-drug" and "prodrug" are used interchangeably herein and refer to any compound which releases an active parent drug in vivo. Since prodrugs are known to enhance numerous desirable qualities of pharmaceuticals {e.g., solubility, bioavailability, manufacturing, etc.), the compounds of the present invention can be delivered in prodrug form. Thus, the present invention is intended to cover prodrugs of the presently claimed compounds, methods of delivering the same and compositions containing the same. "Prodrugs" are intended to include any covalently bonded carriers that release an active parent drug of the present invention in vivo when such prodrug is administered to a subject. Prodrugs in the present invention are prepared by modifying functional groups present in the compound in such a way that the modifications are cleaved, either in routine manipulation or in vivo, to the parent compound. Prodrugs include compounds of the present invention wherein a hydroxy, amino, sulfhydryl, carboxy or carbonyl group is bonded to any group that may be cleaved in vivo to form a free hydroxyl, free amino, free sulfhydryl, free carboxy or free carbonyl group, respectively.

[0428] Examples of prodrugs include, but are not limited to, esters {e.g., acetate, dialkylaminoacetates, formates, phosphates, sulfates and benzoate derivatives) and carbamates {e.g., N,N-dimethylaminocarbonyl) of hydroxy functional groups, esters {e.g., ethyl esters, morpholinoethanol esters) of carboxyl functional groups, N-acyl derivatives {e.g., N-acetyl) N- Mannich bases, Schiff bases and enaminones of amino functional groups, oximes, acetals, ketals and enol esters of ketone and aldehyde functional groups in compounds of the invention, and the like, See Bundegaard, H., Design of Prodrugs, pi -92, Elesevier, New York-Oxford (1985). [0429] The compounds, or pharmaceutically acceptable salts, esters or prodrugs thereof, are administered orally, nasally, transdermally, pulmonary, inhalationally, buccally, sublingually, intraperintoneally, subcutaneously, intramuscularly, intravenously, rectally, intrapleurally, intrathecally and parenterally. In one embodiment, the compound is administered orally. One skilled in the art will recognize the advantages of certain routes of administration. [0430] The dosage regimen utilizing the compounds is selected in accordance with a variety of factors including type, species, age, weight, sex and medical condition of the patient; the severity of the condition to be treated; the route of administration; the renal and hepatic function of the patient; and the particular compound or salt thereof employed. An ordinarily skilled physician or veterinarian can readily determine and prescribe the effective amount of the drug required to prevent, counter or arrest the progress of the condition. [0431] Techniques for formulation and administration of the disclosed compounds of the invention can be found in Remington: the Science and Practice of Pharmacy, 19 ^th edition, Mack Publishing Co., Easton, PA (1995). In an embodiment, the compounds described herein, and the pharmaceutically acceptable salts thereof, are used in pharmaceutical preparations in combination with a pharmaceutically acceptable carrier or diluent. Suitable pharmaceutically acceptable carriers include inert solid fillers or diluents and sterile aqueous or organic solutions. The compounds will be present in such pharmaceutical compositions in amounts sufficient to provide the desired dosage amount in the range described herein.

[0432] All percentages and ratios used herein, unless otherwise indicated, are by weight. Other features and advantages of the present invention are apparent from the different examples. The provided examples illustrate different components and methodology useful in practicing the present invention. The examples do not limit the claimed invention. Based on the present disclosure the skilled artisan can identify and employ other components and methodology useful for practicing the present invention.

5. Examples General Procedure A

Example 1: Synthesis ofN-(3-chlorobenzyl)-9H-dipyrido[2,3-b:4',3'-f]pyrimido[4,5- d]azepin- 2 -amine

Step 1: Preparation of (E)-6-((dimethylamino)methylene)-6,l l-dihvdro-5H-dipyrido[2,3- b:4'.3'-flazepin-5-one

[0433] To a solution of 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'-f]azepin-5-one (as described in WO 2007038215) (0.38 g) and dimethylformamide dimethylacetal (1.5 mL) in tetrahydrofuran (10 mL) were heated at 60 ⁰ C under nitrogen for 24 hours. Additional dimethylformamide dimethylacetal (2 mL) was then added and the mixture heated at 60 ⁰ C under nitrogen for an additional 48 hours. The reaction mixture was cooled and solvent removed under reduced ppressure to give the desired product, (E)-6-((dimethylamino)methylene)-6,l l-dihydro-5H- dipyrido[2,3-b:4',3'-fJazepin-5-one (0.745 g) as a brown solid, which was used without further purification in Step 2.

Step 2: Preparation of N-(3-chlorobenzyl)-9H-dipyrido[23-b:4\3'-flpyrimido[4,5-dlaz epin-2- amine

[0434] A mixture of (E)-6-((dimethylamino)methylene)-6,l l-dihydro-5H-dipyrido[2,3-b:4',3'- fJazepin-5-one (0.303 g), l-(3-chlorobenzyl)guanidinium chloride (0.500 g) and sodium ethoxide (21% solution in ethanol) (0.5 mL) in absolute ethanol (15 mL) was refluxed in for 3 hours. The reaction mixture was cooled to room temperature and poured into ethyl acetate (150 mL), washed with water (200 mL), dried over anhydrous magnesium sulfate and evaporated to dryness under reduced pressure to yield a brown solid. The crude product was purified by flash chromatography (SiO ₂ , gradient 100% ethyl acetate to 5% methanol in dichloro methane) to give the pure desired product, N-(3-chlorobenzyl)-9H-dipyrido[2,3-b:4',3'-f]pyrimido[4,5- d]azepin-2-amine as a bright yellow solid (0.134 g). M. p. =195-196 ⁰ C; ¹ H NMR (DMSOd ₆ ) 400 MHz δ 8.46-8.07 (m, 7H), 7.42-7.28 (m, 4H), 7.09 (brs, IH), 4.58 (s, 2H); LCMS (M+H) = 387.

General Procedure B

Preparation of Substituted Guanidinium chlorides

Preparation of l-(3-chlorobenzyl)guanidinium chloride

[0435] A I M solution of Hunig's Base in anhydrous DMF is prepared (Solution A). A 0.5 M solution of 1 -H-pyrazole- 1 -carboxamidine hydrochloride is prepared using solution A. A 0.25 M solution of (3-chlorophenyl)methanamine in anhydrous DMF is prepared. A solution of (3- chlorophenyl)methanamine (800 μL, 200 μmol, 1.0 eq) is added to a solution of 1 -H-pyrazole- 1 -carboxamidine hydrochloride (400 μL, 200 μmol, 1.0 eq) followed by addition of Hunig's Base (80 μL, 2.3 eq). The reaction mixture is heated at 100 ⁰ C for 24 hours. The solvent is removed under reduced pressure to give the crude desired product as a viscous oil. The crude product is dried by azeotoping with acetone and drying the residue under high vacuum. The crude l-(3-chlorobenzyl)guanidinium chloride is used in the next step without any further purification.

Example 2: Preparation of N-(2,4-difluorobenzyl)-9H-dipyrido[2,3-b:4',3'-f|pyrimido[4, 5- dlazepin-2-amine

[0436] The compound N-(2,4-difluorobenzyl)-9H-dipyrido[2,3-b:4',3'-f]pyrimido[4, 5- d]azepin-2-amine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'-f]azepin-5-one and l-(2,4-difluorobenzyl)guanidine hydrochloride salt (550 mg) and conditions as described in General procedure A. The desired product was obtained by pouring the crude reaction mixture into water (150 mL), filtering the resulting precipitate, washing it with water and drying it under vacuum. The desired product, N-(2,4-difluorobenzyl)-9H-dipyrido[2,3-b:4',3'- fJpyrimido[4,5-d]azepin-2-amine was obtained as a greenish yellow solid (0.287 g). M. p. = 264-266 ⁰ C. ¹ H NMR (DMSOd ₆ ) 400 MHz δ 8.46-8.1 (m, 7H), 7.47-7.03 (m, 5H), 4.59 (d, J=6 Hz, 2H). LCMS (M+H) = 389.

Examples 3-47: Compounds in Table 1 are synthesized by using 6,1 l-dihydro-5H- dipyrido[2,3-b:4',3'-f]azepin-5-one, appropriate guanidines and conditions as described in General procedure A except that the reaction mixture in step 2 was heated at 80 ⁰ C for 72 hours and the crude product was purified using reverse phase chromatography (using TFA as a modifier). The guandines were prepared using the appropriate amines under conditions as described in General procedure B.

Example 48: Preparation of NV9H-dipyridor23-ά:4\3'-/lpyrimidor4>J|azepin-2-yl)-A ^r5 JV ⁵ - dimethylpentane- 1 ,5-diamine

[0437] The compound _. V-(9H-dipyrido[2,3-&:4',3'-/Jpyrimido[4,5-J]azepin -2-yl)-N ⁵ ,N ⁵ - dimethylpentane-l,5-diamine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'- fJazepin-5-one, l-(5-(dimethylamino)pentyl)guanidinium chloride and conditions s described in General procedure A. The crude product was purified using reverse phase chromatography and the desired product was obtained as a yellow solid TFA salt (0.016 g, 25%). M.p. 133-136 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 9.68-9.66 (bs, 2H), 8.64 (s, IH), 8.46-8.23 (m, 5H), 7.86 (s, IH), 7.59-7.57 (d, J= 5.49 Hz, IH), 7.14-7.11 (m, IH), 3.37 - 3.36 (bs, 2H), 2.99-2.98 (bm, 2H), 2.72 (s, 6H), 1.37-1.29 (m, 4H); LCMS (M+H) = 376.

Example 49: Preparation of Λ ^r -(pyridin-4-ylmethyl)-9H-dipyridor2,3-ά."4',3'-/1pyri dmidor4,5- t/lazepin-2-amine

[0438] The compound N-(pyridin-4-ylmethyl)-9H-dipyrido[2,3-δ:4',3'-/Jpyrimido[4 ,5- _< /]azepin-2-amine was synthesized using 6,1 l-dihydro-5H-dipyrido[2,3-b:4',3'-f]azepin-5-one, l-(pyridin-2-ylmethyl)guanidinium chloride and conditions as described in General procedure A. The crude product was purified using reverse phase chromatography and the desired product was obtained as a yellow solid TFA salt (0.015 g, 25%). M.p. 253-255 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 8.52-8.21 (m, 8H), 7.76-7.72 (m, IH), 7.38-7.23 (m, 3H), 7.12 (bs, IH), 4.69- 4.67 (d, J=6.26 Hz, 2H); LCMS (M+H) = 354.

Example 50: Preparation of NV9H-dipyrido[23-ά:4\3'-/1pyrimidor4>J|azepin-2-yl)-N ⁵ .A ^r5 - dimethylpropane- 1 ,3 -diamine

[0439] The compound _. V-(9H-dipyrido[2,3-&:4',3'-/]pyrimido[4,5-cr|azepi n-2-yl)-N ⁵ ,N ⁵ - dimethylpropane- 1,3 -diamine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'- f]azepin-5-one, l-(3-(dimethylamino)propyl)guanidinium chloride and conditions as described in General procedure A. The crude product was purified using reverse phase chromatography and the desired product was obtained as a yellow solid TFA salt (0.011 g, 25%). M.p. >253°C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 10.45 (bs, IH), 8.79-8.01 (m, 7H), 7.98 (s, IH), 7.73-7.71 (d, J= 5.09 Hz, IH), 7.19-7.16 (m, IH), 3.59 - 2.72 (m, 10H), 1.98 (bs, 2H); LCMS (M+H) = 348.

Example 51: Preparation of V-(9H-dipyrido[2.3-ά:4'.3'-/1pyrimido[4.5-άπazepin-2-yl)- Λ ^r5 .Λ ^r5 - dimethylbutane- 1 ,4-diamine

[0440] The compound V-(9H-dipyrido[2,3-&:4',3'-/Jpyrimido[4,5-J]azepin-2-yl) -N ⁵ ,N ⁵ - dimethylbutane-l,4-diamine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'- f]azepin-5-one, l-(4-(dimethylamino)butyl)guanidinium chloride and conditions as described in General procedure A. The crude product was purified using reverse phase chromatography and the desired product was obtained as a yellow solid TFA salt (0.023 g). M.p. 154-156 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 10.06 (bs, IH), 8.72 (s, IH), 8.50-8.30 (m, 5H), 7.96 (bs, IH), 7.67-7.65 (d, J= 5.48 Hz, IH), 7.16 (bs, IH), 3.41-3.40 (m, 2H), 3.07-3.03 (m, 2H), 2.73 (s, 6H), 1.73-1.60 (m, 4H); LCMS (M+H) = 362.

Example 52: Preparation of N-(2-(7-methyl-lH-indol-3-vi)ethyr)-9H-dipyrido[2.3-b:4'.3'- f]pyrimido[4,5-d]azepin-2-amine

[0441] The compoundN-(2-(7-methyl-lH-indol-3-yl)ethyl)-9H-dipyrido[2,3- b:4',3'- f]pyrimido[4,5-d]azepin-2-amine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'- f]azepin-5-one, l-(2-(7-methyl-lH-indol-3-yl)ethyl)guanidine hydrochloride and conditions as described in General procedure A. The desired product , N-(2-(7-methyl-lH-indol-3-yl)ethyl)- 9H-dipyrido[2,3-b:4',3'-f]pyrimido[4,5-d]azepin-2-amine was obtained as a brown solid (.089 g, 56% yield). M.p. 153-155 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 10.77 (s, IH), 8.42 (s, IH), 8.42-8.18 (m, 5H), 7.76 (m, IH), 7.39 (br s, 2H), 7.18 (s, IH), 7.12 (m, IH), 6.86 (m, 2H), 3.65 - 3.63 (m, 2H), 3.01-2.98 (t, J= 7.65 Hz, 2H), 2.43 (s, 3H); LCMS (M+H) = 420.

Example 53: Preparation of 4-(9H-dipyrido[2,3-b:4',3'-f|pyrimido[4,5-d]azepin-2-vP)anil ine

[0442] The compound 4-(9H-dipyrido[2,3-b:4',3'-f]pyrimido[4,5-d]azepin-2-yl)anil ine was synthesized using 6,1 l-dihydro-5H-dipyrido[2,3-b:4',3'-f]azepin-5-one, 4- aminobenzimidamide hydrochloride and conditions as described in General procedure A. The desired product was obtained by concentrating the crude reaction mixture, taking into water and ethyl acetate (100 mL), filtering the resulting precipitate, washing it with water and drying it under vacuum. The desired product, 4-(9H-dipyrido[2,3-b:4',3'-f]pyrimido[4,5-d]azepin-2- yl)aniline was obtained as a red-orange solid (0.091 g, 72% yield). M.p. > 300 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 8.82 (s, IH), 8.57-8.19 (m, 6H), 7.53(d, J= 4.70 , IH), 7.20 (m, IH), 6.67 (d, J= 8.61 Hz, 2H); LCMS (M+H) = 339.

Example 54: Preparation of 2-phenyl-9H-dipyrido[23-ά:43'-/1pyrimido[4.5-άriazepine

[0443] The compound 2-phenyl-9H-dipyrido[2,3-δ:4'3'-/]pyrimido[4,5-</]azepin e was synthesized using 6,1 l-dihydro-5Η-dipyrido[2,3-b:4',3'-f]azepin-5-one, benzimidamide hydrochloride and conditions as described in General procedure A. M. p. > 300 ⁰ C. H NMR (DMSOd ₆ ) 400 MHz δ 9.01(s, IH), 8.67(s, IH), 8.52-8.49(m, 3H), 8.46(s, IH), 8.36-8.31(m, 2H), 7.60-7.57(m, H), 7.24-7.21(dd, J = 8.0 Hz, J' = 4.8 Hz, IH). LCMS (M+H) = 324.

Example 55: Preparatiomn of N-((lH-pyrrolo[2,3-b]pyridin-4-yl)methyl)-9H-dipyrido[2,3- b:4',3'-f]pyrimido[4,5-d]azepin-2-amine

[0444] The compound N-((lH-pyrrolo[2,3-b]pyridin-4-yl)methyl)-9H-dipyrido[2,3-b: 4',3'- f]pyrimido[4,5-d]azepin-2-amine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'- f]azepin-5-one, l-((lH-pyrrolo[2,3-b]pyridin-4-yl)methyl)guanidine hydrochloride and conditions as described in General procedure A. The desired product, N-((lH-pyrrolo[2,3- b]pyridin-4-yl)methyl)-9H-dipyrido[2,3-b:4',3'-f]pyrimido[4, 5-d]azepin-2-amine was obtained as a yellow solid (0.060 g, 41% yield). M.p. 208-211 ⁰ C; 400 MHz ¹ H NMR (DMSO-de) δ: 11.62 (s, IH), 8.44-8.13 (m, 7H), 7.89 (m, IH), 7.45 (m, IH), 7.36 (d, J= 5.09 Hz, IH), 7.12- 6.95 (m, 2H), 6.64 (s, IH), 4.86 (s, 2H); LCMS (M+H) = 393.

Example 56: Preparation of 2-(3-((9H-dipyridor2,3-b:4',3'-f|pyrimidor4,5-d1azepin-2- yl)amino)phenyl)ethanol

[0445] The compound 2-(3-((9H-dipyrido[2,3-b:4',3'-f]pyrimido[4,5-d]azepin-2- yl)amino)phenyl)ethanol was synthesized using 6,1 l-dihydro-5H-dipyrido[2,3-b:4',3'-f]azepin- 5-one, l-(3-(2-hydroxyethyl)phenyl)guanidine hydrochloride and conditions as described in General procedure A. The desired product , 2-(3-((9H-dipyrido[2,3-b:4',3'-f]pyrimido[4,5- d]azepin-2-yl)amino)phenyl)ethanol was obtained as a yellow solid (0.036 g, 25% yield). M.p. 208-211 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 9.94 (s, IH), 8.63 (s, IH), 8.52 (s, IH), 8.31 (s, IH), 8.31 (m, 2H), 8.23 (d, J= 5.1 Hz, IH), 7.72 (s, IH), 7.56 (d, J= 7.83 Hz, IH), 7.47 (d, J = 5.09 Hz, IH), 7.17 (m, 2H), 6.86 (d, J= 7.43 Hz, IH), 4.67 (t, J= 5.09 Hz, IH), 3.63 (q, J = 5.09 Hz, 2H), 2.71 (t, J = 7.04 Hz, 2H); LCMS (M+H) = 383. Example 57: Preparation of l-(4-(9H-dipyrido[2,3-b:4\3'-f|pyrimido[4,5-d]azepin-2- vDpiperazin- 1 -vDethanone

[0446] The compound l-(4-(9H-dipyrido[2,3-b:4',3'-fJpyrimido[4,5-d]azepin-2-yl)p iperazin-l- yl)ethanone was synthesized using 6,1 l-dihydro-5H-dipyrido[2,3-b:4',3'-f]azepin-5-one, 4. acetylpiperazine-l-carboximidamide hydrochloride and conditions as described in General procedure A. The desired product was obtained by concentrating the crude reaction mixture, taking into water and ethyl acetate (100 mL), filtering the resulting precipitate, washing it with water and drying it under vacuum. The desired product, l-(4-(9H-dipyrido[2,3-b:4',3'- fJpyrimido[4,5-d]azepin-2-yl)piperazin-l-yl)ethanone was obtained as a off-white solid (0.020 g, 14% yield). LCMS (M+H) = 374.

Example 58: 1 -(4-(9H-dipyrido [2.3 -b: 4'.3 '-ffoyrimido [4.5 -dl azepin-2-yl)piperazin- 1 -yl)-2.2- dimethylpropan- 1 -one

[0447] The compound l-(4-(9H-dipyrido[2,3-b:4',3'-fJpyrimido[4,5-d]azepin-2-yl)p iperazin-l- yl)-2,2-dimethylpropan-l-one was synthesized using 6,1 l-dihydro-5H-dipyrido[2,3-b:4',3'- fJazepin-5-one, 4-pivaloylpiperazine- 1 -carboximidamide hydrochloride and conditions as described in General procedure A. The desired product, l-(4-(9H-dipyrido[2,3-b:4',3'- fJpyrimido[4,5-d]azepin-2-yl)piperazin-l-yl)-2,2-dimethylpro pan-l-one was obtained as a brown foamy solid (0.016 g, 10% yield). LCMS (M+H) = 416. General Procedure C

Example 59: Preparation of Λ ^r -(piperidin-4-ylV9H-dipyrido[2.3-ά:4'.3'-/1pyrimido[4 .5- </lazepin-2-amine

[0448] The compound, N-(piperidin-4-yl)-9H-dipyrido[2,3-δ:4',3'-/Jpyrimido[4,5-( /]azepin-2- amine was synthesized using three step procedure shown above. The first two steps provided the intermediate, tert-butyl 4-((9H-dipyrido[2,3-b:4',3'-f]pyrimido[4,5-d]azepin-2- yl)amino)piperidine-l-carboxylate, which was prepared using 6,1 l-dihydro-5H-dipyrido[2,3- b:4',3'-f]azepin-5-one and l-(l-(tert-butoxycarbonyl)piperidin-4-yl)guanidinium chloride as described in the General procedure A. The desired compound, 7V-(piperidin-4-yl)-9H- dipyrido[2,3-δ:4',3'-/]pyrimido[4,5-</]azepin-2-amine was obtained by treating tert-butyl 4- ((9H-dipyrido[2,3-b:4',3'-fJpyrimido[4,5-d]azepin-2-yl)amino )piperidine-l-carboxylate with a solution of HCl (gas) in 1 ,4-Dioaxne (3 mL) for 4 hour. The solvent was then removed under reduced pressure and the crude product was purified using reverse phase chromatography to give the desired product as yellow solid and a TFA salt (0.025 g, 40 %); M.p. = 189 - 191 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 8.71 (bs, 2H), 8.58 (s, IH), 8.48 (s, IH), 8.38 (s, IH), 8.29 - 8.26 (m, 2H), 7.88 (bs, IH), 7.52-7.51 (d, J= 5.4 Hz, IH), 7.13-7.10 (m, IH), 4.19 (bs, 2H), 3.40 - 3.39 (bd, IH), 3.21-3.18 (bd, IH), 2.86-2.53 (m, 2H), 1.98-1.57 (m, 4H); LCMS (M+H) = 346.

Example 60: Preparation of N-(piperidin-4-ylmethyl)-9H-dipyrido[23-ά:4\3'-/]pyrimido| ^" 4.5- t/lazepin-2-amine

[0449] The compound N-(piperidin-4-ylmethyl)-9H-dipyrido[2,3-&:4',3'-/Jpyrim ido[4,5- <i]azepin-2-amine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'-fJazepin-5-one, l-((l-(tert-butoxycarbonyl)piperidin-4-yl)methyl)guanidinium chloride and conditions as described in the three step General procedure C. The desired product was obtained as yellow solid and a TFA salt (0.018 g, 25%). M.p. 151-153 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 8.57- 8.17 (m, 8H), 7.93 (bs, IH), 7.52 (bs, IH), 7.15-7.12 (m, IH), 3.29 - 3.26 (bs, 3H), 1.86-1.83 (m, 2H), 1.35-1.32 (m, 2H); LCMS (M+H) = 360.

Preparation of 6 J l-dihvdro-5H-benzo[b]pyrido[3,2-f]azepin-5-one

Step 1 : Preparation of 2-chloro-Λ ^r .Λ ^r -diethylnicotinamide 16 h [0450] To a solution of 2-chloronicotinoyl chloride (20.0 g, 114.3 mmol) in dichloromethane (100 mL) at 0 ⁰ C was added diethylamine (23.7 mL, 228.6 mmol). The reaction mixture was stirred overnight at room temperature, washed with water (3 x 100 mL), dried over sodium sulfate and concentrated under reduced pressure to provide the desired product as a brown oil. LC MS: 213 [M+H]. The crude product was used in Step2 without any further purification.

Step 2: Preparation of Λ ^r ,Λ ^r -diethyl-2-(o-tolylamino)nicotinamide

[0451] To a solution of 2-chloro-7V,N-diethylnicotinamide (10.0 g, 47.2 mmol) and o-toluidine (5.0 g, 47.2 mmol) in 1,4-Dioxane (50 mL) was added sodium hydride (60%, 4.72 g, 118 mmol). After addition, the reaction mixture was heated at 100 ⁰ C for 2 hours. The reaction mixture was then cooled to room temperature, diluted with dichloromethane (100 mL), washed with water (3 x 50 mL), dried over sodium sulfate and concentrated under reduced pressure. The crude product was purified by flash chromatography (SiO ₂ , 50% hexane in ethyl acetate) to afford the desired product, 7V,7V-diethyl-2-(o-tolylamino)nicotinamide (6.0 g) as a yellow oil. LCMS: 284 [M+H].

Step 3: Preparation of 6,1 l-dihvdro-5H-benzo[f|pyrido[2,3-b1azepin-5-one

[0452] To a solution of diisopropylamine (7.61 mL, 53.89 mmol) and tetramethylethylenediamine (8.13 mL, 53.89 mmol) in THF (50 mL) was added «-butyllithium (1.6 M, 34.2 mL, 54.77 mmol) at -78 ⁰ C. The mixture was stirred at -78 ⁰ C for 30 min., then 0 ⁰ C for 10 min. This solution was transferred into a solution of 7V,7V-diethyl-2-(o- tolylamino)nicotinamide in THF (100 mL) at 0 ⁰ C. The resulting solution was stirred overnight and quenched by adding saturated ammonium chloride solution (20 mL). The solvent was then removed under reduced pressure and the residue dissolved in dichloromethane (100 mL), washed with water (100 mL), dried over sodium sulfate and concentrated under reduced pressure. The crude product was purified by flash chromatography (SiO ₂ , 50% hexane in ethyl acetate) to afford the pure desired product, 6,1 l-dihydro-5H-benzo[fJpyrido[2,3-b]azepin-5-one (2.2 g) as a yellow solid. 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 10.20 (s, 1 H), 8,47-8.53 (m, 1 H), 8.16-8.13 (m, 1 H), 7.41-7.39 (m, 1 H), 7.32-7.25 (m, 2 H), 7.19-7.15 (m, 1 H), 6.98-6.95 (m, 1 H), 3.72 (s, 2 H); LCMS (M+H) = 211.

General Procedure D

Example 61: Preparation of N-(3-chlorobenzyl)-9H-benzorblpyridor3.2-f1pyrimidor5.4- dlazepin-2-amine

Step 1: Preparation of (£l-6-((diethylamino)methylene)-6,l l-dihvdro-5H-benzo[f]pyrido[2,3- blazepin-5-one

A solution of 6,1 l-dihydro-5H-benzo[f]pyrido[2,3-b]azepin-5-one (1.0 g) in N, N- dimethylformate dimethyl acetal (10 mL) was heated at 100 ⁰ C for 4 hours. The solvent was removed under reduced pressure to give the desired product as a brown solid. The crude product was used in Step 2 without any further purification.

Step 2: Preparation of N-(3-chlorobenzyl)-9H-benzo[blpyrido[3.2-f]pyrimido[5.4-dlaz epin-2- amine

[0453] A mixture of (£)-6-((diethylamino)methylene)-6,l l-dihydro-5H-benzo[f]pyrido[2,3- b]azepin-5-one (0.1 g, 0.38 mmol), l-(3-chlorobenzyl)guanidinium chloride (2 equivalents), and sodium ethoxide (21% solution in ethanol) (1.9 equivalents) in absolute ethanol (3 mL) was heated at 80 ⁰ C overnight. The reaction mixture was cooled and diluted with dichloromethane (10 mL), washed with water (2 x 5 mL), dried over sodium sulfate and concentrated under reduced pressure. The crude product was purified by flash column chromatography (SiO ₂ , 50% ethyl acetate in hexane) to give the pure desired product as solid. 400 MHz ¹ H NMR (DMSO-de) <5 8.34 (s, 1 H), 8.23 (s, 1 H), 8.15 (s, 2 H), 8.00 (t, J= 6.0 Hz, 1 H), 7.42 (s, 1 H), 7.37-7.27 (m, 4 H), 7.21-7.14 (m, 2 H), 7.08-7.04 (m, 2 H), 4.57 (d, J= 5.2 Hz, 2 H); LCMS (M+H) = 386.

Example 62: Preparation of 9H-benzo[f]pyrido[23-blpyrimido[4,5-d]azepin-2-amine

[0454] The compound 9H-benzo[f]pyrido[2,3-b]pyrimido[4,5-d]azepin-2-amine was prepared using 6,1 l-dihydro-5H-benzo[f]pyrido[2,3-b]azepin-5-one, guanidine hydrochloride and conditions as described in General procedure D. 400 MHz ¹ H NMR (DMSOd ₆ ) δ 8.3 (s, 1 H), 8.24-8.24 (m, 1 H), 8.16-8.14 (m, 3 H), 7.33 (d, J= 8 Hz, 1 H), 7.22-7.14 (m, 2 H), 7.10-7.05 (m, 2 H), 6.88 (s, 1 H); LCMS (M+H) = 262.

Example 63: Preparation of 2-(4-(9H-benzo[f]pyrido[2,3-b]pyrimido[4,5-d]azepin-2- ylamino)phenyl)ethanol

[0455] The compound 2-(4-(9H-benzo[f]pyrido[2,3-b]pyrimido[4,5-d]azepin-2- ylamino)phenyl)ethanol was prepared using 6,1 l-dihydro-5H-benzo[f]pyrido[2,3-b]azepin-5- one, 1 -(4-(2-hydroxyethyl)phenyl)guanidinium chloride and conditions as described in General procedure D. 400 MHz ¹ B NMR (OMSO-d ₆ ) δ 9.75 (s, 1 H), 8.05 (s, 1 H), 8.28-8.22 (m, 3 H), 7.70 (d, J= 8 Hz, 2 H), 7.41 (d, J= 4 Hz, 1 H), 7.24-7.08 (m, 6 H), 4.62 (t, J= 4.8 Hz, 1 H), 3.60-3.55 (m, 2 H), 2.68 (t, J = 6.8 Hz, 2 H ; LCMS (M+H) = 282.

Example 64: Preparation of N-(2,4-difluorobenzyl)-9H-benzo[f|pyrido[2,3-blpyrimido[4,5- dlazepin-2-amine

[0456] The compound was prepared using 6,1 l-dihydro-5H-benzo[f]pyrido[2,3-b]azepin-5- one, l-(2,4-difluorobenzyl)guanidinium chloride and conditions as described in General procedure D. 400 MHz ¹ B NMR (OMSO-d ₆ ) δ 8.34 (s, 1 H), 8.23 (d, J = 12 Hz, 1 H), 8.15 (s, 2 H), 7.99 (t, J = 6.0 Hz, 1 H), 7.46-7.42 (m, 1 H), 7.33 (d, J= 7.6 Hz, 1 H), 7.24-7.14 (m, 3 H), 7.09-7.02 (m, 3 H), 4.58 (d, J= 5.6 Hz, 2 H); LCMS (M+H) = 388.

Example 65: Preparation of N-(2-(7-methyl-lH-indol-3-yl)ethyl)-9H-benzo[b]pyrido[3,2- flpyrimido[5,4-d1azepin-2-amine

[0457] The compound N-(2-(7-methyl-lH-indol-3-yl)ethyl)-9H-benzo[b]pyrido[3,2- f]pyrimido[5,4-d]azepin-2-amine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'- f]azepin-5-one, l-(2-(7-methyl-lH-indol-3-yl)ethyl)guanidine hydrochloride and conditions as described in General procedure D. The desired product was obtained by concentrating the crude reaction mixture, taking into water and ethyl acetate (100 mL), filtering the resulting precipitate, washing it with water and drying it under vacuum. The desired product , N-(2-(7- methyl-lH-indol-3-yl)ethyl)-9H-benzo[b]pyrido[3,2-f]pyrimido [5,4-d]azepin-2-amine was obtained as a dark yellow solid (0.079 g, 50% yield). M.p. 188-190 ⁰ C; 400 MHz ¹ H NMR (DMSOd ₆ ) δ: 10.76 (s, IH), 8.35-8.13 (m, 3H), 7.50 (m, IH), 7.40 (d, J= 8 Hz, IH), 7.34 (d, J = 6.65 Hz, IH), 7.12 (m, 4H), 6.86 (m, 2H), 3.62 (m, 2H), 3.01-2.97 (t, J = 7.43, 2H), 2.43 (s, 3H); LCMS (M+H) = 419.

Example 66: Preparation of N-((lH-pyrrolo[2.3-blpyridin-4-yl)methyl)-9H- benzo[b1pyrido[3,2-f|pyrimido[5,4-d]azepin-2-amine

[0458] The compound N-((lH-pyrrolo[2,3-b]pyridin-4-yl)methyl)-9H-benzo[b]pyrido[ 3,2- f]pyrimido[5,4-d]azepin-2-amine was synthesized using 6,l l-dihydro-5H-dipyrido[2,3-b:4',3'- f]azepin-5-one, l-((lH-pyrrolo[2,3-b]pyridin-4-yl)methyl)guanidine hydrochloride and conditions as described in General procedure D. The desired product, N-((lH-pyrrolo[2,3- b]pyridin-4-yl)methyl)-9H-benzo[b]pyrido[3,2-f]pyrimido[5,4- d]azepin-2-amine was obtained as a yellow solid (0.045 g, 31% yield). M.p. 285-288 ⁰ C; 400 MHz ¹ H NMR (DMSO-de) δ: 11.61 (s, IH), 8.33 (s, IH), 8.20-8.13 (m, 3H), 7.45 (m, IH), 7.31 (d, J= 7.43 Hz, IH), 7.21 (m, 4H), 6.86 (m, IH), 5.85 (d, J= 5.87 Hz, 2H); LCMS (M+H) = 392.

Example 67: Preparation of 2-(3-((9H-benzo[b]pyrido[3,2-f]pyrimido[5,4-d]azepin-2- yl)amino)phenyl)ethanol

[0459] The compound 2-(3-((9H-benzo[b]pyrido[3,2-f]pyrimido[5,4-d]azepin-2- yl)amino)phenyl)ethanol was synthesized using 6,1 l-dihydro-5H-dipyrido[2,3-b:4',3'-f]azepin- 5-one, l-(3-(2-hydroxyethyl)phenyl)guanidine hydrochloride and conditions as described in General procedure D. The desired product, 2-(3-((9H-benzo[b]pyrido[3,2-f]pyrimido[5,4- d]azepin-2-yl)amino)phenyl)ethanol was obtained as a yellow solid (0.008 g, 6% yield). LCMS: 382 [M+H].

Example 68: Preparation of l-(4-(9H-benzo[b1pyrido[3,2-f|pyrimido[5,4-d]azepin-2- vDϋiperazin- 1 -vDethanone

[0460] The compound l-(4-(9H-benzo[b]pyrido[3,2-f]pyrimido[5,4-d]azepin-2-yl)pip erazin-l- yl)ethanone was synthesized using 6,1 l-dihydro-5H-dipyrido[2,3-b:4',3'-f]azepin-5-one, 4- acetylpiperazine-1-carboximidamide hydrochloride and conditions as described in General procedure D. The desired product, l-(4-(9H-benzo[b]pyrido[3,2-f]pyrimido[5,4-d]azepin-2- yl)piperazin-l-yl)ethanone was obtained as a brown solid (0.029 g, 21% yield). LCMS (M+H)

= 373.

Preparation of 5H-benzorblpyridor4.3-flazepin-6(l lHVone

Step 1: Preparation of 2-amino-N.N-dimethylbenzamide

[0461] A solution of 2-aminobenzoic acid (1.0 g, 7.3 mmol) in thionyl chloride (20 mL) was refluxed for 3 hours. Excess of thionyl chloride was removed. And the residue was treated with toluene (3 x 10 mL) to remove the excess thionyl chloride. To the crude product obtained was added THF (20 mL) and the resulting solution was cooled to 0°C. Diethyl amine (3.78 mL, 36 mmol) was added and the resulting solution was stirred for 2 hrs at room temperature. The solvent was removed under reduced pressure and residue was taken into dichloromethane (20 mL), washed with saturated sodium bicarbonate solution (3 x 20 mL), water (20 mL), dried over sodium sulfate and concentrated to provide the desired product as brown oil. This crude product was used in Step 2 without further purification.

Step 2: Preparation of Λ ^r ,Λ ^r -dimethyl-2-((4-methylpyridin-3-yl)amino)benzamide

[0462] To a mixture of 2-amino-7V,7V-dimethylbenzamide (1.3 g, 6.77 mmol), 3-chloro-4- methylpyridine (0.745 mL, 6.77 mmol), Palladium acetate (0.150 g) and BINAP (0.60 g) in 1,4-dioxane (10 mL) was added NaH (0.677 g, 16.93 mmol) and the resulting mixture was heated at 100 ⁰ C for 2 hours. The solvent was removed under reduced pressure. The residue obtained was taken into dichloromethane (50 mL) and filtered through celite. The filtrate was washed with water (50 mL), dried over sodium sulfate and concentrated under reduced pressure. The crude product was purified using flash column chromatography (SiO ₂ ) to provide 0.450 g of the desired product as a dark oil.

Step 3: Preparation of 5H-benzo[b1pyrido[4,3-flazepin-6(l lH)-one

[0463] To a solution of diisopropylamine (7.61 mL, 53.89 mmol) and tetramethylethylenediamine (8.13 mL, 53.89 mmol) in THF (50 mL) was added «-butyllithium (1.6 M, 34.2 mL, 54.77 mmol) at -78 ⁰ C. The mixture was stirred at -78 ⁰ C for 30 min., then 0 ⁰ C for 10 min. This solution was transferred into a solution of N,N-dimethyl-2-((4- methylpyridin-3-yl)amino)benzamide in THF (100 mL) at 0 ⁰ C. The resulting solution was stirred overnight and quenched by adding saturated ammonium chloride solution (20 mL). The solvent was then removed under reduced pressure and the residue dissolved in dichloromethane (100 mL), washed with water (100 mL), dried over sodium sulfate and concentrated under reduced pressure. The crude product was purified by flash chromatography (SiO ₂ , 50% hexane in ethyl acetate) to afford the pure desired product, 5H-benzo[b]pyrido[4,3-f]azepin-6(l IH)- one (2.2 g) as a yellow solid. 400 MHz ¹ U NMR (DMSO-d ₆ ) δ 9.68 1 H), 8.53 (s, 1 H), 8.27 (d, J= 4.4 Hz, 1 H), 7.79 (m, 1 H), 7.53-7.49 (m, 1 H), 7.38-6.89 (m, 2 H), 6.93-6.89 (m, 1 H), 3.78 (s, 2 H); LCMS (M+H) = 211.

Example 69: Preparation of N-(2.4-difluorobenzyl)-9H-benzo[blpyrido[4.3-f|pyrimido[4.5- dlazepin-2-amine

[0464] The compound 2-(2,4-difiuorobenzyl)-9H-benzo[b]pyrido[4,3-f]pyrimido[4,5- d]azepine was prepared using 5H-benzo[b]pyrido[4,3-f]azepin-6(l lH)-one, l-(2,4- difluorobenzyl)guanidine hydrochloride and conditions as described in General procedure D. 400 MHz ¹ H NMR (DMSO-(I ₆ ) «5 8.41 (s, 1 H), 8.25 (s, 1 H), 8.17-8.14 (m, 2 H), 7.77 (s, 1 H), 7.47-7.41 (m, 1 H), 7.37-7.32 (m, 2 H), 7.25-7.20 (m, 1 H), 7.07-7.02 (m, 3 H), 4.59 (d, J= 6.4 Hz, 2 H); LCMS (M+H) = 388.

Example 70: Preparation of N-(3-chlorobenzyl)-9H-benzo[blpyrido[4,3-f|pyrimido[4,5- dlazepin-2-amine

[0465] The compound N-(3-chlorobenzyl)-9H-benzo[b]pyrido[4,3-f]pyrimido[4,5-d]az epine was prepared using 5H-benzo[b]pyrido[4,3-f]azepin-6(l lH)-one, l-(3-chlorobenzyl)guanidine hydrochloride and conditions as described in General procedure D. H NMR (DMSO-c^) 400 MHz δ 8.41 (s, 1 H), 8.26 (s, 1 H), 8.25-8.16 (m, 2 H), 7.42-7.28 (m, 6 H), 7.10-7.02 (m, 3 H), 4.58 (d, J= 5.2 Hz, 2 H); LCMS (M+H) = 386.

ABL Kinase Activity Assay

[0466] The disclosed compounds were assayed for their ability to inhibit the activity of ABL kinase. Nunc Maxisorb plates were coated with streptavidin by overnight incubation with 100 μL per well of 1 μg/ml streptavidin in DPBS. Prior to the experiment, the plates were washed with TBST (3 x 200 μL) and blocked for at least 3 hours by adding 150 μL of 5% BSA/TBST. The plates were washed with TBST (3 x 200 μL/well) and left dry immediately before the capture step.

[0467] The disclosed test compounds and controls (Gleevec) were prepared using the following assay buffer @ 1OX desired final concentration (50 mM Tris pH 7.0, 0.02 mg/ml BSA, 10 mM MgCl ₂ , 0.1 mM Na ₃ VO ₄ , 1 mM EGTA, 0.01 % NP-40, 1 mM DTT in 10% glycerol/water). In a reaction plate, 5 μl test article (or control) and 30 μl ABL or ABL T315I (0.089 nM final concentration, in the above buffer) were added rapidly. The plate was incubated for 20 minutes. To the reaction plate was added ATP (100 μM final concentration) and AblTide (128 nM final concentration) in a volume of 15 μl. The plate was incubated at room temperature for one hour.

[0468] From the reaction plate, 40 μl was transferred to the streptavidin coated plate. The capture plate was incubated at room temperature for 30 minutes, then washed 3X with TBST. To the capture plate was added 100 μL/well of cell signaling anti-phospho tyrosine at a dilution of 1 :3000 in 2% BSA/TBST. The plate was incubated for two hours at room temperature then washed 3X with TBST. To the capture plate was added 100 μL/well of alkaline phosphatase tagged goat anti mouse antibody at a dilution of 1 :4000 in 2% BSA/TBST. The plate was incubated for one hour at room temperature then washed 3X with TBST. [0469] The fluorescent readout was initiated by the addition of 100 μl/well of Attophos reagent (6mg/10mL). The reading was done on the Perkin Elmer Envision system. Table 2 shows the ABL kinase inhibition activity of the disclosed test compounds.

MTS assay protocol

[0470] Cells were maintained at 37 ⁰ C, 5 % CO ₂ in DMEM media supplemented with 1 % fetal bovine serum, penicillin/streptomycin and fungizone (Invitrogen). Cells were seeded into 96- well tissue culture plates at 3000 per well and cultured at 37 ⁰ C for 18 hours. Test compounds were dissolved and diluted to 300X in DMSO then diluted 1 :40 in DMEM. Cells were incubated with test compounds for 72 hours followed by incubation with tetrazolium compound (3-(4,5-dimethylthiazol-2-yl)-5-(3-carboxymethoxyphenyl)-2-( 4-sulfophenyl)-2H-tetrazolium, inner salt; MTS) and the electron coupling reagent, phenazine methosulfate (PMS) for 4 hours. MTS was chemically reduced by dehydrogenase in cells into formazan. The ability of compounds to inhibit cell growth in this assay is correlated with the reduction of dehydrogenase enzyme activity found in metabolically active cells. The measurement of the absorbance of the formazan was assessed using an ENVISION™ (Perkin Elmer) microplate reader at 492 nm. The calculated IC50 value is the concentration of the test compound that causes a 50 % decrease in the absorbance. Compounds of the present invention inhibit the growth of a variety of cancer cells. The data for certain compounds of the invention are shown in Table 2.

Table 2.