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COMPOUNDS AND COMPOSITIONS FOR TREATING CONDITIONS ASSOCIATED WITH NLRP ACTIVITY

20190119241 ยท 2019-04-25

    Inventors

    Cpc classification

    International classification

    Abstract

    In one aspect, compounds of Formula A, or a pharmaceutically acceptable salt thereof, wherein the variables shown in Formula A can be as defined anywhere herein.

    ##STR00001##

    Claims

    1. A compound of Formula A ##STR00613## or a pharmaceutically acceptable salt thereof, wherein: Ar is a heteroaryl group ##STR00614## or an aryl or heteroaryl group ##STR00615## X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41; X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10, X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1; X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42; X.sup.35 is N or CR.sup.35; X.sup.21 is N or CR.sup.21; X.sup.36 is N or CR.sup.36; X.sup.4 is CR.sup.4, N or NR.sup.24; each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl; Y is N or CR.sup.2; Z is N or CR.sup.8; R.sup.8 is selected from H, CN, halo CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl; R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O; provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen; or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A, or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, wherein ring A is ##STR00616## and ring B is ##STR00617## wherein ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n1 is from 2 to 5; m1 is from 1 to 10; wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n2 is from 2 to 5; m2 is from 1 to 10; wherein each R.sup.6 in each ring is the same or different and is selected from H, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13; or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12; and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 akyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12; or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12; each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl, SF.sub.5 and S(O.sub.2)C.sub.1-C.sub.6 akyl; wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 alkyl, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12 C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl, wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl, or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2; R.sup.13 is C.sub.1-C.sub.6 alkyl; each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; or R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to; R.sup.15 is C.sub.1-C.sub.6 alkyl; each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    2. A compound of Formula I ##STR00618## or a pharmaceutically acceptable salt thereof, wherein: X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41; X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10; X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1; X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42; X.sup.4 is CR.sup.4, N or NR.sup.24; each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl; Y is N or CR.sup.2; Z is N or CR.sup.8; R.sup.8 is selected from H, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl; R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O; provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen; or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A, or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, wherein ring A is ##STR00619## and ring B is ##STR00620## wherein ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n1 is from 2 to 5; m1 is from 1 to 10; wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n2 is from 2 to 5; m2 is from 1 to 10; wherein each R.sup.6 in each ring is the same or different and is selected from H, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13; or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 alkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13 COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12; and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42, when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 akyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkyl, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12; or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12; R.sup.13 is C.sub.1-C.sub.6 alkyl; each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; or R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to; R.sup.15 is C.sub.1-C.sub.6 alkyl; each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    3. A compound of Formula II ##STR00621## or a pharmaceutically acceptable salt thereof, wherein: X.sup.35 is N or CR.sup.35; X.sup.21 is N or CR.sup.21; X.sup.36 is N or CR.sup.36; X.sup.4 is CR.sup.4, N or NR.sup.24; each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl; Y is N or CR.sup.2; Z is N or CR.sup.8; R.sup.8 is selected from H, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl; R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O; provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen; or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A, or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, wherein ring A is ##STR00622## and ring B is ##STR00623## wherein ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n1 is from 2 to 5; m1 is from 1 to 10; wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n2 is from 2 to 5; m2 is from 1 to 10; wherein each R.sup.6 in each ring is the same or different and is selected from H, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13; or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR .sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl, SF.sub.5 and S(O.sub.2)C.sub.1-C.sub.6 akyl; wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 alkyl, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11-12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl, wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl, or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl)2; R.sup.13 is C.sub.1-C.sub.6 alkyl; each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; or R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to; R.sup.15 is C.sub.1-C.sub.6 alkyl; each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    4. A compound of Formula A ##STR00624## or a pharmaceutically acceptable salt thereof, wherein: Ar is a heteroaryl group ##STR00625## or an aryl or heteroaryl group ##STR00626## X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41; X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10; X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1; X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42; X.sup.35 is N or CR.sup.35; X.sup.21 is N or CR.sup.21; X.sup.36 is N or CR.sup.36; X.sup.4 is CR.sup.4, N or NR.sup.24; each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl; Y is N or CR.sup.2; Z is N or CR.sup.8; R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl; R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O; provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl; or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A, or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, wherein ring A is ##STR00627## and ring B is ##STR00628## wherein ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n1 is from 2 to 5; m1 is from 1 to 10; wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n2 is from 2 to 5; m2 is from 1 to 10; wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13; or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12; and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42, when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12; or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12; each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl, wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl, or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl)2; R.sup.13 is C.sub.1-C.sub.6 alkyl; each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; R.sup.15 is C.sub.1-C.sub.6 alkyl; each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    5. A compound of Formula I ##STR00629## or a pharmaceutically acceptable salt thereof, wherein: X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41; X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10; X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1; X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42; X.sup.4 is CR.sup.4, N or NR.sup.24; each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl; Y is N or CR.sup.2; Z is N or CR.sup.8; R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl; R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O; provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl; or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A, or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, wherein ring A is ##STR00630## and ring B is ##STR00631## wherein ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n1 is from 2 to 5; m1 is from 1 to 10; wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n2 is from 2 to 5; m2 is from 1 to 10; wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13; or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12; and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12; or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12; R.sup.13 is C.sub.1-C.sub.6 alkyl; each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; R.sup.15 is C.sub.1-C.sub.6 alkyl; each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    6. A compound of Formula II ##STR00632## or a pharmaceutically acceptable salt thereof, wherein: X.sup.35 is N or CR.sup.35; X.sup.21 is N or CR.sup.21; X.sup.36 is N or CR.sup.36; X.sup.4 is CR.sup.4, N or NR.sup.24; each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl; Y is N or CR.sup.2; Z is N or CR.sup.8; R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl; R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy; or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O; provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl; or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A, or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B, wherein ring A is ##STR00633## and ring B is ##STR00634## wherein ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n1 is from 2 to 5; m1 is from 1 to 10; wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; n2 is from 2 to 5; m2 is from 1 to 10; wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13; or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S; each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl, wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl, or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl)2; R.sup.13 is C.sub.1-C.sub.6 alkyl; each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; R.sup.15 is C.sub.1-C.sub.6 alkyl; each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    7. The compound of claim 1, 2, 4 or 5, wherein the moiety ##STR00635## (LHS1).

    8. The compound of claim 1, 2, 4 or 5, wherein the moiety ##STR00636## (LHS2).

    9. The compound of claim 1, 2, 4 or 5, wherein the moiety ##STR00637## (LHS7).

    10. The compound of claim 9, wherein X.sup.10 is N; and X.sup.2 is S.

    11. The compound of claim 9, wherein LHS7 is ##STR00638##

    12. The compound of claim 1, 2, 4 or 5, wherein the moiety ##STR00639## (LHS8).

    13. The compound of claim 12, wherein X.sup.1 is S; and X.sup.2 is CH.

    14. The compound of claim 1, 3, 4 or 6, wherein the moiety ##STR00640## (LHS9).

    15. The compound of claim 1, 3, 4 or 6, wherein the moiety ##STR00641## (LHS10).

    16. The compound of claim 1, 2, 4 or 5, wherein the moiety ##STR00642## (LHS11).

    17. The compound of claim 1, 3, 4 or 6, wherein the moiety ##STR00643## (LHS12).

    18. The compound of claim 1, 3, 4 or 6, wherein the moiety ##STR00644## (LHS13).

    19. The compound of claim 1, 3, 4 or 6, wherein the moiety ##STR00645## (LHS14).

    20. The compound of claim 1, 3, 4 or 6, wherein the moiety ##STR00646## (LHS17).

    21. The compound of claim 20, wherein LHS17 is ##STR00647##

    22. The compound of claim 1, 3, 4 or 6, wherein the moiety ##STR00648## (LHS18).

    23. The compound of any one of the preceding claims, wherein the moiety ##STR00649##

    24. The compound of claim 23, wherein the moiety ##STR00650## (RHS1).

    25. The compound of claim 23, wherein the moiety ##STR00651## (RHS2).

    26. The compound of claim 23, wherein the moiety ##STR00652## (RHS3).

    27. The compound of claim 23, wherein the moiety ##STR00653## (RHS5).

    28. The compound of claim 27, wherein RHS5 is ##STR00654##

    29. The compound of claim 23, wherein the moiety ##STR00655## (RHS6).

    30. The compound of claim 23, wherein the moiety ##STR00656## (RHS9).

    31. The compound of claim 23, wherein the moiety ##STR00657## (RHS12).

    32. The compound of any one of claim 1, 2, 4 or 5, wherein X.sup.10 is CR.sup.10.

    33. The compound of any one of claim 1, 2, 4, 5, 7, 8, 12 or 32, wherein R.sup.10 is 2-hydroxy-2-propyl.

    34. The compound of any one of claim 1, 2, 4, 5, 7, 8, 12 or 32, wherein R.sup.10 is 1-hydroxy-1-cyclopropyl.

    35. The compound of any one of claim 1, 2, 4, 5, 7, 8, 12 or 32, wherein R.sup.10 is dimethylaminomethyl.

    36. The compound of any one of claim 1, 2, 4, 5, 7, 8, 12 or 32, wherein R.sup.10 is S(O.sub.2)CH.sub.3.

    37. The compound of any one of claim 1, 2, 4 or 5, wherein X.sup.11 is CR.sup.1.

    38. The compound of any one of claim 1, 2, 4 or 5, 7, 8, 9, 12 or 37, wherein R.sup.1 is 2-hydroxy-2-propyl.

    39. The compound of any one of claim 1, 2, 4 or 5, 7, 8, 9, 12 or 37, wherein R.sup.1 is 1-hydroxy-1-cyclopropyl.

    40. The compound of any one of claim 1, 2, 4 or 5, 7, 8, 9, 12 or 37, wherein R.sup.1 is dimethylaminomethyl.

    41. The compound of any one of claim 1, 2, 4 or 5, 7, 8, 9, 12 or 37, wherein R.sup.1 is S(O.sub.2)CH.sub.3.

    42. The compound of any one of claim 1, 2, 4 or 5, wherein X.sup.10 is NR.sup.10.

    43. The compound of claim 42, wherein R.sup.10 is isopropyl.

    44. The compound of claim 42, wherein R.sup.10 is methyl.

    45. The compound of claim 42, wherein R.sup.10 is benzyl.

    46. The compound of claim 42, wherein R.sup.10 is phenyl.

    47. The compound of any one of claim 1, 3, 4 or 6, wherein X.sup.35is CR.sup.35.

    48. The compound of any one of claim 1, 3, 4, 6, 14, 18, 19 22, or 47, wherein R.sup.35 is 2-hydroxy-2-propyl.

    49. The compound of any one of claim 1, 3, 4, 6, 14, 18, 19 22, or 47, wherein R.sup.35 is 1-hydroxy-1-cyclopropyl.

    50. The compound of any one of claim 1, 3, 4, 6, 14, 18, 19 22, or 47, wherein R.sup.35 is dimethylaminomethyl.

    51. The compound of any one of claim 1, 3, 4, 6, 14, 18, 19 22, or 47, wherein R.sup.35 is S(O.sub.2)CH.sub.3.

    52. The compound of any one of claim 1, 3, 4 or 6, wherein X.sup.21 is CR.sup.21.

    53. The compound of any one of claim 1, 3, 4, 6, 17 or 52, wherein R.sup.21 is 2-hydroxy-2-propyl.

    54. The compound of any one of claim 1, 3, 4, 6, 17 or 52, wherein R.sup.21 is 1-hydroxy-1-cyclopropyl.

    55. The compound of any one of claim 1, 3, 4, 6, 17 or 52, wherein R.sup.21 is dimethylaminomethyl.

    56. The compound of any one of claim 1, 3, 4, 6, 17 or 52, wherein R.sup.21 is S(O.sub.2)CH.sub.3.

    57. The compound of any one of claim 1, 3, 4, 6, 17 or 52, wherein R.sup.21 is halo.

    58. The compound of any one of claim 1, 3, 4, 6, 17 or 52, wherein R.sup.21 is CH.sub.3.

    59. The compound of any one of claim 1, 3, 4, 6, 15, 17, 19, or 20, wherein R.sup.29 is 2-hydroxy-2-propyl.

    60. The compound of any one of claim 1, 3, 4, 6, 15, 17, 19, or 20, wherein R.sup.29 is 1-hydroxy-1-cyclopropyl.

    61. The compound of any one of claim 1, 3, 4, 6, 15, 17, 19, or 20, wherein R.sup.29 is dimethylaminomethyl.

    62. The compound of any one of claim 1, 3, 4, 6, 15, 17, 19, or 20, wherein R.sup.29 is S(O.sub.2)CH.sub.3.

    63. The compound of any one of claim 1, 3, 4, 6, 15, 17, 19, or 20, wherein R.sup.29 is halo.

    64. The compound of any one of claim 1, 3, 4, 6, 15, 17, 19, or 20, wherein R.sup.29 is CH.sub.3.

    65. The compound of any one of claim 1, 3, 4 or 6, wherein X.sup.36is CR.sup.36.

    66. The compound of any one of claim 1, 3, 4, 6, 20, 22 or 65, wherein R.sup.36 is halo.

    67. The compound of any one of claim 1, 3, 4, 6, 20, 22 or 65, wherein R.sup.36 is CH.sub.3.

    68. The compound of any one of claim 1, 3, 4, or 6, wherein R.sup.34 is halo.

    69. The compound of any one of claim 1, 3, 4, or 6, wherein R.sup.34 is CH.sub.3.

    70. The compound of any one of the preceding claims, wherein each R.sup.20 is hydrogen.

    71. The compound of any one of claims 1, 2, 4, 5, 7 to 13, 16, or 23 to 31, wherein Ar is a heteroaryl group ##STR00658## wherein X.sup.1 is O, S, N or CH; X.sup.10 is N, CR.sup.10 or NR.sup.10; X.sup.11 is N, CR.sup.1 or NR.sup.1; X.sup.2 is O, S, N or CH; each of R.sup.1 and R.sup.10 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, S(O.sub.2)C.sub.1-C.sub.6 akyl and C.sub.3-C.sub.7 cycloalkyl, wherein the C.sub.1-C.sub.6 alkyl and C.sub.3-C.sub.7 cycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, and NR.sup.11R.sup.12; and each of R.sup.1, R.sup.10 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and C.sub.3-C.sub.7 cycloalkyl, wherein the C.sub.1-C.sub.6 alkyl and C.sub.3-C.sub.7 cycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy and C.sub.1-C.sub.6 alkoxy; R.sup.8 is selected from H, CN, Cl, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl; R.sup.2 is hydrogen, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl; R.sup.3 is hydrogen or halo; R.sup.4 is hydrogen, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl; R.sup.5 is hydrogen or halo.

    72. The compound of any one of claims 1, 2, 4, 5, 7 to 13, 16, or 23 to 31, wherein the compound of formula I is a compound of formula Ia ##STR00659## wherein X.sup.10 is N or CR.sup.10; and X.sup.2 is O, S, or NR.sup.42.

    73. The compound of claim 72, wherein X.sup.10 is N; and X.sup.2 is O.

    74. The compound of claim 72, wherein X.sup.10 is N; and X.sup.2 is S.

    75. The compound of claim 72, wherein X.sup.10 is CR.sup.10; and X.sup.2 is O.

    76. The compound of claim 72, wherein X.sup.10 is CR.sup.10; and X.sup.2 is S.

    77. The compound of any one of claims 1, 2, 4, 5, 7 to 13, 16, or 23 to 31, wherein the compound of formula I is a compound of formula Ib: ##STR00660## wherein X.sup.1 is O, S, or NR.sup.41; and X.sup.2 is N or CR.sup.42.

    78. The compound of claim 77, wherein X.sup.1 is O; and X.sup.2 is N.

    79. The compound of claim 77, wherein X.sup.1 is S; and X.sup.2 is N.

    80. The compound of claim 77, wherein X.sup.1 is O; and X.sup.2 is CR.sup.42.

    81. The compound of claim 77, wherein X.sup.1 is S; and X.sup.2 is CR.sup.42.

    82. The compound of any one of claims 72 to 81, wherein R.sup.1 is 2-hydroxy-2-propyl.

    83. The compound of any one of claims 72 to 81, wherein R.sup.10 is 2-hydroxy-2-propyl.

    84. The compound of any one of claims 72 to 81, wherein R.sup.1 is 1-hydroxy-1-cyclopropyl.

    85. The compound of any one of claims 72 to 81, wherein R.sup.10 is 1-hydroxy-1-cyclopropyl.

    86. The compound of any one of claims 72 to 81, wherein R.sup.41 is 2-hydroxy-2-propyl.

    87. The compound of any one of claims 72 to 81, wherein R.sup.42 is 2-hydroxy-2-propyl.

    88. The compound of any one of claims 72 to 81, wherein R.sup.41 is 1-hydroxy-1-cyclopropyl.

    89. The compound of any one of claims 72 to 81, wherein R.sup.42 is 1-hydroxy-1-cyclopropyl.

    90. The compound of any one of claims 72 to 81, wherein R.sup.1 is dimethylaminomethyl.

    91. The compound of any one of claims 72 to 81, wherein R.sup.1 is S(O.sub.2)CH.sub.3.

    92. The compound of any one of claims 72 to 81, wherein R.sup.10 is dimethylaminomethyl.

    93. The compound of any one of claims 72 to 81, wherein R.sup.10 is S(O.sub.2)CH.sub.3.

    94. The compound of any one of claims 72 to 81, wherein R.sup.41 is dimethylaminomethyl.

    95. The compound of any one of claims 72 to 81, wherein R.sup.41 is S(O.sub.2)CH.sub.3.

    96. The compound of any one of claims 72 to 81, wherein R.sup.42 is dimethylaminomethyl.

    97. The compound of any one of claims 72 to 81, wherein R.sup.42 is S(O.sub.2)CH.sub.3.

    98. The compound of any one of claims 1, 3, 4, 6, 14, 15, or 17 to 31, wherein Ar is an aryl or heteroaryl group ##STR00661## X.sup.35 is CR.sup.35; X.sup.21 is N or CR.sup.21; X.sup.36 is CR.sup.36; each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, halo, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered nonaromatic monocyclic heterocycloalkyl, C.sub.6-C.sub.10 aryl, and S(O.sub.2)C.sub.1-C.sub.6 alkyl; wherein the C.sub.1-C.sub.6 alkyl, 3- to 7-membered nonaromatic monocyclic heterocycloalkyl, and C.sub.3-C.sub.7 cycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxyl, C.sub.1-C.sub.6 alkyl, oxo, NR.sup.11R.sup.12, and 3- to 7-membered heterocycloalkyl, R.sup.8 is selected from H, CN, Cl, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl; R.sup.2 is hydrogen, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl; R.sup.3 is hydrogen or halo; R.sup.4 is hydrogen, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl; R.sup.5 is hydrogen or halo.

    99. The compound of claim 98, wherein R.sup.35 is 2-hydroxy-2-propyl.

    100. The compound of claim 98, wherein R.sup.35 is 1-hydroxy-1-cyclopropyl.

    101. The compound of claim 98, wherein R.sup.35 is dimethylaminomethyl.

    102. The compound of claim 98, wherein R.sup.35 is S(O.sub.2)CH.sub.3.

    103. The compound of claim 98, wherein R.sup.35 is methyl.

    104. The compound of claim 98, wherein R.sup.35 halo.

    105. The compound of claim 98, wherein R.sup.21 is 2-hydroxy-2-propyl.

    106. The compound of claim 98, wherein R.sup.21 is 1-hydroxy-1-cyclopropyl.

    107. The compound of claim 98, wherein R.sup.21 is dimethylaminomethyl.

    108. The compound of claim 98, wherein R.sup.21 is S(O.sub.2)CH.sub.3.

    109. The compound of claim 98, wherein R.sup.21 is methyl.

    110. The compound of claim 98, wherein R.sup.21 halo.

    111. The compound of claim 98, wherein R.sup.29 is 2-hydroxy-2-propyl.

    112. The compound of claim 98, wherein R.sup.29 is 1-hydroxy-1-cyclopropyl.

    113. The compound of claim 98, wherein R.sup.29 is dimethylaminomethyl.

    114. The compound of claim 98, wherein R.sup.29 is S(O.sub.2)CH.sub.3.

    115. The compound of claim 98, wherein R.sup.29 is methyl.

    116. The compound of claim 98, wherein R.sup.29 halo.

    117. The compound of claim 98, wherein R.sup.36 is methyl.

    118. The compound of claim 98, wherein R.sup.36 halo.

    119. The compound of claim 98, wherein R.sup.34 is methyl.

    120. The compound of claim 98, wherein R.sup.34 halo.

    121. A compound selected from the group consisting of the compounds below: ##STR00662## ##STR00663## ##STR00664## ##STR00665## and pharmaceutically acceptable salts thereof.

    122. A compound selected from the group consisting of the compounds below: TABLE-US-00016 Com- pound Structure 127 embedded image 128 embedded image 129 embedded image 130 embedded image 131 embedded image 132 embedded image 133 embedded image 134 embedded image 135 embedded image 136 embedded image 137 embedded image 138 embedded image 139 embedded image 140 embedded image 141 embedded image 142 embedded image 143 embedded image 144 embedded image 145 embedded image 146 embedded image 147 embedded image 148 embedded image 149 embedded image 150 embedded image 151 embedded image 152 embedded image 153 embedded image 154 embedded image 155 embedded image 156 embedded image 157 embedded image 158 embedded image 159 embedded image 160 embedded image 161 embedded image 162 embedded image 163 embedded image 164 embedded image 165 embedded image 166 embedded image 167 embedded image 168 embedded image 169 embedded image 170 embedded image 171 embedded image 172 embedded image 173 embedded image 174 embedded image 175 embedded image 176 embedded image 177 embedded image 178 embedded image 179 embedded image 180 embedded image 181 embedded image 182 embedded image 183 embedded image 184 embedded image 185 embedded image 186 embedded image 187 embedded image 188 embedded image 189 embedded image 190 embedded image 191 embedded image 192 embedded image 193 embedded image 194 embedded image 195 embedded image 196 embedded image 197 embedded image 198 embedded image 199 embedded image 200 embedded image 201 embedded image 202 embedded image 203 embedded image 204 embedded image 205 embedded image 206 embedded image 207 embedded image 208 embedded image 209 embedded image 210 embedded image 211 embedded image 212 embedded image 213 embedded image 214 embedded image 215 embedded image and pharmaceutically acceptable salts thereof.

    123. A pharmaceutical composition comprising a compound or salt as claimed in any one of claims 1-122 and one or more pharmaceutically acceptable excipients.

    124. A method for modulating NLRP3 activity, the method comprising contacting NLRP3 with an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    125. The method of claim 124, wherein the modulating comprises antagonizing NLRP3.

    126. The method of any one of claim 124 or 125, which is carried out in vitro.

    127. The method of claims 124 to 126, wherein the method comprises contacting a sample comprising one or more cells comprising NLRP3 with the compound.

    128. The method of any one of claim 124, 125 or 127, which is carried out in vivo.

    129. The method of claim 128, wherein the method comprises administering the compound to a subject having a disease in which NLRP3 signaling contributes to the pathology and/or symptoms and/or progression of the disease.

    130. The method of claim 129, wherein the subject is a human.

    131. A method of treating a disease, disorder or condition that is a metabolic disorder, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    132. The method of claim 131, wherein the metabolic disorder is Type 2 diabetes, atherosclerosis, obesity or gout.

    133. A method of treating a disease, disorder or condition that is a disease of the central nervous system, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    134. The method of claim 133, wherein the disease of the central nervous system is Alzheimer's disease, multiple sclerosis, Amyotrophic Lateral Sclerosis or Parkinson's disease.

    135. A method of treating a disease, disorder or condition that is lung disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    136. The method of claim 135, wherein the lung disease is asthma, COPD or pulmonary idiopathic fibrosis.

    137. A method of treating a disease, disorder or condition that is liver disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    138. The method of claim 137, wherein the liver disease is NASH syndrome, viral hepatitis or cirrhosis.

    139. A method of treating a disease, disorder or condition that is pancreatic disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    140. The method of claim 139, wherein the pancreatic disease is acute pancreatitis or chronic pancreatitis.

    141. A method of treating a disease, disorder or condition that is kidney disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    142. The method of claim 141, wherein the kidney disease is acute kidney injury or chronic kidney injury.

    143. A method of treating a disease, disorder or condition that is intestinal disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    144. The method of claim 143, wherein the intestinal disease is Crohn's disease or Ulcerative Colitis.

    145. A method of treating a disease, disorder or condition that is skin disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    146. The method of claim 145, wherein the skin disease is psoriasis.

    147. A method of treating a disease, disorder or condition that is musculoskeletal disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    148. The method of claim 147, wherein the musculoskeletal disease is scleroderma.

    149. A method of treating a disease, disorder or condition that is a vessel disorder, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    150. The method of claim 149, wherein the vessel disorder is giant cell arteritis.

    151. A method of treating a disease, disorder or condition that is a disorder of the bones, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    152. The method of claim 151, wherein the disorder of the bones is osteoarthritis, osteoporosis or osteopetrosis disorders.

    153. A method of treating a disease, disorder or condition that is eye disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    154. The method of claim 153, wherein the eye disease is glaucoma or macular degeneration.

    155. A method of treating a disease, disorder or condition that is a disease caused by viral infection, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    156. The method of claim 155, wherein the diseases caused by viral infection is HIV or AIDS.

    157. A method of treating a disease, disorder or condition that is an autoimmune disease, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    158. The method of claim 157, wherein the autoimmune disease is Rheumatoid Arthritis, Systemic Lupus Erythematosus, Autoimmune Thyroiditis.

    159. The method of claim 99, wherein the disease is cancer or aging.

    160. A method of treating a disease, disorder or condition that is a cancer selected from: myelodysplastic syndromes (MDS); non-small cell lung cancer, such as non-small cell lung cancer in patients carrying mutation or overexpression of NLRP3; acute lymphoblastic leukemia (ALL), such as ALL in patients resistant to glucocorticoids treatment; Langerhan's cell histiocytosis (LCH); multiple myeloma; promyelocytic leukemia; acute myeloid leukemia (AML) chronic myeloid leukemia (CML); gastric cancer; and lung cancer metastasis, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    161. A method of treating a disease, disorder or condition that is a cancer selected from: myelodysplastic syndromes (MDS); non-small cell lung cancer, such as non-small cell lung cancer in patients carrying mutation or overexpression of NLRP3; acute lymphoblastic leukemia (ALL), such as ALL in patients resistant to glucocorticoids treatment; Langerhan's cell histiocytosis (LCH); multiple myeloma; promyelocytic leukemia; gastric cancer; and lung cancer metastasis, comprising administering to a subject in need of such treatment an effective amount of a compound as claimed in any one of claims 1-122 or a pharmaceutical composition as claimed in claim 123.

    162. The method of claim 160 or 161, wherein the cancer is MDS.

    163. The method of claim 160 or 161, wherein the cancer is non-small lung cancer.

    164. The method of claim 160 or 161, wherein the cancer is acute lymphoblastic leukemia.

    165. The method of claim 160 or 161, wherein the cancer is LCH.

    166. The method of claim 160 or 161, wherein the cancer is multiple myeloma.

    167. The method of claim 102, wherein the cancer is promyelocytic leukemia.

    168. The method of claim 160 or 161, wherein the cancer is acute myeloid leukemia (AML).

    169. The method of claim 160 or 161, wherein the cancer is chronic myeloid leukemia (CML).

    170. The method of claim 160 or 161, wherein the cancer is gastric cancer.

    171. The method of claim 160 or 161, wherein the cancer is lung cancer metastasis.

    Description

    DETAILED DESCRIPTION

    [0047] In some embodiments, provided herein is a compound of Formula A

    ##STR00006##

    [0048] or a pharmaceutically acceptable salt thereof, wherein:

    [0049] Ar is a heteroaryl group

    ##STR00007##

    or an aryl or heteroaryl group

    ##STR00008##

    [0050] X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41;

    [0051] X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10;

    [0052] X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1;

    [0053] X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42;

    [0054] X.sup.35 is N or CR.sup.35;

    [0055] X.sup.21 is N or CR.sup.21;

    [0056] X.sup.36 is N or CR.sup.36;

    [0057] X.sup.4 is CR.sup.4, N or NR.sup.24;

    [0058] each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [0059] Y is N or CR.sup.2;

    [0060] Z is N or CR.sup.8;

    [0061] R.sup.8 is selected from H, CN, halo CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl;

    [0062] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0063] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0064] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0065] R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0066] or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O;

    [0067] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen;

    [0068] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [0069] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0070] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0071] wherein ring A is

    ##STR00009##

    [0072] and ring B is

    ##STR00010##

    [0073] wherein

    [0074] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0075] n1 is from 2 to 5;

    [0076] m1 is from 1 to 10;

    [0077] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0078] n2 is from 2 to 5;

    [0079] m2 is from 1 to 10;

    [0080] wherein each R.sup.6 in each ring is the same or different and is selected from H, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [0081] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0082] each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11NR.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12;

    [0083] and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 alkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12;

    [0084] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [0085] each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl, SF.sub.5 and S(O.sub.2)C.sub.1-C.sub.6 akyl;

    [0086] wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 alkyl, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl,

    [0087] wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl,

    [0088] or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2;

    [0089] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [0090] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; or R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to;

    [0091] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [0092] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [0093] In some embodiments, provided herein is a compound of Formula I

    ##STR00011##

    [0094] or a pharmaceutically acceptable salt thereof, wherein:

    [0095] X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41;

    [0096] X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10;

    [0097] X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1;

    [0098] X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42;

    [0099] X.sup.4 is CR.sup.4, N or NR.sup.24;

    [0100] each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [0101] Y is N or CR.sup.2;

    [0102] Z is N or CR.sup.8;

    [0103] R.sup.8 is selected from H, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl;

    [0104] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0105] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0106] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0107] R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0108] or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O;

    [0109] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen;

    [0110] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [0111] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0112] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0113] wherein ring A is

    ##STR00012##

    [0114] and ring B is

    ##STR00013##

    [0115] wherein

    [0116] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0117] n1 is from 2 to 5;

    [0118] m1 is from 1 to 10;

    [0119] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0120] n2 is from 2 to 5;

    [0121] m2 is from 1 to 10;

    [0122] wherein each R.sup.6 in each ring is the same or different and is selected from H, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [0123] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0124] each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 akyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12;

    [0125] and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 akyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkyl, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12;

    [0126] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [0127] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [0128] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; or R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to;

    [0129] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [0130] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [0131] In some embodiments, provided herein is a compound of Formula II

    ##STR00014##

    [0132] or a pharmaceutically acceptable salt thereof, wherein:

    [0133] X.sup.35is N or CR.sup.35;

    [0134] X.sup.21 is N or CR.sup.21;

    [0135] X.sup.36 is N or CR.sup.36;

    [0136] X.sup.4 is CR.sup.4, N or NR.sup.24;

    [0137] each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [0138] Y is N or CR.sup.2;

    [0139] Z is N or CR.sup.8;

    [0140] R.sup.8 is selected from H, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl;

    [0141] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0142] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0143] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0144] R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, CN, C.sub.1-C.sub.6 haloalkoxy, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0145] or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O;

    [0146] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen;

    [0147] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [0148] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0149] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0150] wherein ring A is

    ##STR00015##

    [0151] and ring B is

    ##STR00016##

    [0152] wherein

    [0153] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0154] n1 is from 2 to 5;

    [0155] m1 is from 1 to 10;

    [0156] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0157] n2 is from 2 to 5;

    [0158] m2 is from 1 to 10;

    [0159] wherein each R.sup.6 in each ring is the same or different and is selected from H, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [0160] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0161] each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl, SF.sub.5 and S(O.sub.2)C.sub.1-C.sub.6 akyl;

    [0162] wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 alkyl, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl,

    [0163] wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl,

    [0164] or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2;

    [0165] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [0166] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18; or R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to;

    [0167] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [0168] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [0169] In some embodiments, provided herein is a compound of Formula A

    ##STR00017##

    [0170] or a pharmaceutically acceptable salt thereof, wherein:

    [0171] Ar is a heteroaryl group

    ##STR00018##

    or an aryl or heteroaryl group

    ##STR00019##

    [0172] X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41;

    [0173] X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10;

    [0174] X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1;

    [0175] X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42;

    [0176] X.sup.35 is N or CR.sup.35;

    [0177] X.sup.21 is N or CR.sup.21;

    [0178] X.sup.36 is N or CR.sup.36;

    [0179] X.sup.4 is CR.sup.4, N or NR.sup.24;

    [0180] each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [0181] Y is N or CR.sup.2;

    [0182] Z is N or CR.sup.8;

    [0183] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl;

    [0184] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0185] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0186] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0187] R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0188] or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O;

    [0189] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [0190] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [0191] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0192] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0193] wherein ring A is

    ##STR00020##

    [0194] and ring B is

    ##STR00021##

    [0195] wherein

    [0196] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0197] n1 is from 2 to 5;

    [0198] m1 is from 1 to 10;

    [0199] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0200] n2 is from 2 to 5;

    [0201] m2 is from 1 to 10;

    [0202] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [0203] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0204] each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12;

    [0205] and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12;

    [0206] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [0207] each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl,

    [0208] wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl,

    [0209] wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl,

    [0210] or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2;

    [0211] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [0212] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18;

    [0213] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [0214] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [0215] In some embodiments, provided herein is a compound of Formula I

    ##STR00022##

    [0216] or a pharmaceutically acceptable salt thereof, wherein:

    [0217] X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41;

    [0218] X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10;

    [0219] X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1;

    [0220] X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42;

    [0221] X.sup.4 is CR.sup.4, N or NR.sup.24;

    [0222] each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [0223] Y is N or CR.sup.2;

    [0224] Z is N or CR.sup.8;

    [0225] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl;

    [0226] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0227] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0228] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0229] R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0230] or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O;

    [0231] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [0232] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [0233] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0234] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0235] wherein ring A is

    ##STR00023##

    [0236] and ring B is

    ##STR00024##

    [0237] wherein

    [0238] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0239] n1 is from 2 to 5;

    [0240] m1 is from 1 to 10;

    [0241] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0242] n2 is from 2 to 5;

    [0243] m2 is from 1 to 10;

    [0244] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [0245] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0246] each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12;

    [0247] and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42, when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12;

    [0248] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [0249] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [0250] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18;

    [0251] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [0252] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [0253] In some embodiments, provided herein is a compound of Formula II

    ##STR00025##

    [0254] or a pharmaceutically acceptable salt thereof, wherein:

    [0255] X.sup.35 is N or CR.sup.35;

    [0256] X.sup.21 is N or CR.sup.21;

    [0257] X.sup.36 is N or CR.sup.36;

    [0258] X.sup.4 is CR.sup.4, N or NR.sup.24;

    [0259] each R.sup.20 is the same or different and is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [0260] Y is N or CR.sup.2;

    [0261] Z is N or CR.sup.8;

    [0262] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl;

    [0263] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0264] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0265] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0266] R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [0267] or R.sup.24 is C.sub.1-C.sub.6 alkyl or C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O;

    [0268] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [0269] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [0270] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0271] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [0272] wherein ring A is

    ##STR00026##

    [0273] and ring B is

    ##STR00027##

    [0274] wherein

    [0275] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0276] n1 is from 2 to 5;

    [0277] m1 is from 1 to 10;

    [0278] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0279] n2 is from 2 to 5;

    [0280] m2 is from 1 to 10;

    [0281] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [0282] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [0283] each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl,

    [0284] wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl,

    [0285] wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl,

    [0286] or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2;

    [0287] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [0288] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18;

    [0289] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [0290] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [0291] In some embodiments the variables shown in the formulae herein are as follows:

    [0292] The Groups X.sup.1, X.sup.10, X.sup.11 and X.sup.2

    [0293] In some embodiments of one or more formulae herein, X.sup.1 is O.

    [0294] In some embodiments of one or more formulae herein, X.sup.1 is S.

    [0295] In some embodiments of one or more formulae herein, X.sup.1 is N.

    [0296] In some embodiments of one or more formulae herein, X.sup.1 is CR.sup.41.

    [0297] In some embodiments of one or more formulae herein, X.sup.1 is NR.sup.41.

    [0298] In some embodiments of one or more formulae herein, X.sup.10 is O.

    [0299] In some embodiments of one or more formulae herein, X.sup.10 is S.

    [0300] In some embodiments of one or more formulae herein, X.sup.10 is N.

    [0301] In some embodiments of one or more formulae herein, X.sup.10 is CR.sup.10.

    [0302] In some embodiments of one or more formulae herein, X.sup.10 is NR.sup.10.

    [0303] In some embodiments of one or more formulae herein, X.sup.11 is O.

    [0304] In some embodiments of one or more formulae herein, X.sup.11 is S.

    [0305] In some embodiments of one or more formulae herein, X.sup.11 is N.

    [0306] In some embodiments of one or more formulae herein, X.sup.11 is CR.sup.1.

    [0307] In some embodiments of one or more formulae herein, X.sup.11 is NR.sup.1.

    [0308] In some embodiments of one or more formulae herein, X.sup.2 is O.

    [0309] In some embodiments of one or more formulae herein, X.sup.2 is S.

    [0310] In some embodiments of one or more formulae herein, X.sup.2 is N.

    [0311] In some embodiments of one or more formulae herein, X.sup.2 is CR.sup.42.

    [0312] In some embodiments of one or more formulae herein, X.sup.2 is NR.sup.42.

    [0313] The Groups X.sup.35, X.sup.21, and X.sup.36

    [0314] In some embodiments of one or more formulae herein, X.sup.35 is N.

    [0315] In some embodiments of one or more formulae herein, X.sup.35 is CR.sup.35.

    [0316] In some embodiments of one or more formulae herein, X.sup.21 is N.

    [0317] In some embodiments of one or more formulae herein, X.sup.21 is CR.sup.21.

    [0318] In some embodiments of one or more formulae herein, X.sup.36 is N.

    [0319] In some embodiments of one or more formulae herein, X.sup.36 is CR.sup.36.

    [0320] The Group X.sup.4

    [0321] In some embodiments of one or more formulae herein, X.sup.4 is CR.sup.4.

    [0322] In some embodiments of one or more formulae herein, X.sup.4 is N.

    [0323] In some embodiments of one or more formulae herein, X.sup.4 .sub.is NR.sup.24.

    [0324] The Group R.sup.20

    [0325] In some embodiments of one or more formulae herein, each R.sup.20 is hydrogen.

    [0326] In some embodiments of one or more formulae herein, each one R.sup.20 is C.sub.1-C.sub.6 alkyl,

    [0327] In some embodiments of one or more formulae herein, one R.sup.20 is hydrogen and the other R.sup.20 is C.sub.1-C.sub.6 alkyl.

    [0328] In some embodiments of one or more formulae herein, one R.sup.20 is hydrogen, the other R.sup.20 is C.sub.1-C.sub.6 alkyl, and the carbon bonded to each R.sup.20 has (S) stereochemistry.

    [0329] In some embodiments of one or more formulae herein, one R.sup.20 is hydrogen, the other R.sup.20 is C.sub.1-C.sub.6 alkyl, and the carbon bonded to each R.sup.20 has (R) stereochemistry.

    [0330] The Group Y

    [0331] In some embodiments of one or more formulae herein, Y is CR.sup.2.

    [0332] In some embodiments of one or more formulae herein, Y is N.

    [0333] The Groups R.sup.2, R.sup.4, R.sup.3, R.sup.5 and R.sup.24

    [0334] In some embodiments of one or more formulae herein, R.sup.2 is hydrogen.

    [0335] In some embodiments of one or more formulae herein, R.sup.2 is C.sub.1-C.sub.6 alkoxy.

    [0336] In some embodiments of one or more formulae herein, R.sup.2 is methoxy.

    [0337] In some embodiments of one or more formulae herein, R.sup.2 is halo.

    [0338] In some embodiments of one or more formulae herein, R.sup.2 is C.sub.1-C.sub.6 haloalkyl.

    [0339] In some embodiments of one or more formulae herein, R.sup.2 is CF.sub.3.

    [0340] In some embodiments of one or more formulae herein, R.sup.2 is C.sub.3-C.sub.7 cycloalkyl.

    [0341] In some embodiments of one or more formulae herein, R.sup.2 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [0342] In some embodiments of one or more formulae herein, R.sup.2 is isopropyl.

    [0343] In some embodiments of one or more formulae herein, R.sup.2 is methyl.

    [0344] In some embodiments of one or more formulae herein, R.sup.3 is hydrogen.

    [0345] In some embodiments of one or more formulae herein, R.sup.3 is C.sub.1-C.sub.6 alkoxy.

    [0346] In some embodiments of one or more formulae herein, R.sup.3 is methoxy.

    [0347] In some embodiments of one or more formulae herein, R.sup.3 is C.sub.1-C.sub.6 haloalkoxy.

    [0348] In some embodiments of one or more formulae herein, R.sup.3 is CN.

    [0349] In some embodiments of one or more formulae herein, R.sup.3 is halo.

    [0350] In some embodiments of one or more formulae herein, R.sup.3 is C.sub.1-C.sub.6 haloalkyl.

    [0351] In some embodiments of one or more formulae herein, R.sup.3 is CF.sub.3.

    [0352] In some embodiments of one or more formulae herein, R.sup.3 is C.sub.3-C.sub.7 cycloalkyl.

    [0353] In some embodiments of one or more formulae herein, R.sup.3 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [0354] In some embodiments of one or more formulae herein, R.sup.3 is isopropyl.

    [0355] In some embodiments of one or more formulae herein, R.sup.3 is methyl.

    [0356] In some embodiments of one or more formulae herein, R.sup.4 is hydrogen.

    [0357] In some embodiments of one or more formulae herein, R.sup.4 is C.sub.1-C.sub.6 alkoxy.

    [0358] In some embodiments of one or more formulae herein, R.sup.4 is methoxy.

    [0359] In some embodiments of one or more formulae herein, R.sup.4 is halo.

    [0360] In some embodiments of one or more formulae herein, R.sup.4 is C.sub.1-C.sub.6 haloalkyl.

    [0361] In some embodiments of one or more formulae herein, R.sup.4 is CF.sub.3.

    [0362] In some embodiments of one or more formulae herein, R.sup.4 is C.sub.3-C.sub.7 cycloalkyl.

    [0363] In some embodiments of one or more formulae herein, R.sup.4 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [0364] In some embodiments of one or more formulae herein, R.sup.4 is isopropyl.

    [0365] In some embodiments of one or more formulae herein, R.sup.4 is methyl.

    [0366] In some embodiments of one or more formulae herein, R.sup.5 is hydrogen.

    [0367] In some embodiments of one or more formulae herein, R.sup.5 is C.sub.1-C.sub.6 alkoxy.

    [0368] In some embodiments of one or more formulae herein, R.sup.5 is methoxy.

    [0369] In some embodiments of one or more formulae herein, R.sup.5 is C.sub.1-C.sub.6 haloalkoxy.

    [0370] In some embodiments of one or more formulae herein, R.sup.5 is CN.

    [0371] In some embodiments of one or more formulae herein, R.sup.5 is halo.

    [0372] In some embodiments of one or more formulae herein, R.sup.5 is C.sub.1-C.sub.6 haloalkyl.

    [0373] In some embodiments of one or more formulae herein, R.sup.5 is CF.sub.3.

    [0374] In some embodiments of one or more formulae herein, R.sup.5 is C.sub.3-C.sub.7 cycloalkyl.

    [0375] In some embodiments of one or more formulae herein, R.sup.5 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [0376] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is hydrogen.

    [0377] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [0378] In some embodiments of one or more formulae herein, R.sup.5 is isopropyl.

    [0379] In some embodiments of one or more formulae herein, R.sup.5 is methyl.

    [0380] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is isopropyl.

    [0381] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is t-butyl.

    [0382] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is methyl.

    [0383] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is hydroxymethyl.

    [0384] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is hydrogen.

    [0385] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [0386] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is isopropyl.

    [0387] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is t-butyl.

    [0388] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is methyl.

    [0389] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is hydroxymethyl.

    [0390] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is hydrogen and each of R.sup.2 and R.sup.4 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [0391] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is hydrogen and each of R.sup.2 and R.sup.4 is isopropyl.

    [0392] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is hydrogen and each of R.sup.2 and R.sup.4 is t-butyl.

    [0393] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is hydrogen and each of R.sup.2 and R.sup.4 is methyl.

    [0394] In some embodiments of one or more formulae herein, each of R.sup.3 and R.sup.5 is hydrogen and each of R.sup.2 and R.sup.4 is hydroxymethyl.

    [0395] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is hydrogen and each of R.sup.3 and R.sup.5 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [0396] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is hydrogen and each of R.sup.3 and R.sup.5 is isopropyl.

    [0397] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is hydrogen and each of R.sup.3 and R.sup.5 is t-butyl.

    [0398] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is hydrogen and each of R.sup.3 and R.sup.5 is methyl.

    [0399] In some embodiments of one or more formulae herein, each of R.sup.2 and R.sup.4 is hydrogen and each of R.sup.3 and R.sup.5 is hydroxymethyl.

    [0400] In some embodiments of one or more formulae herein, R.sup.2 and R.sup.3 taken together with the carbons connecting them form ring A.

    [0401] In some embodiments of one or more formulae herein, R.sup.4 and R.sup.5 taken together with the carbons connecting them form ring B.

    [0402] In some embodiments of one or more formulae herein, R.sup.2 and R.sup.3 taken together with the carbons connecting them form ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form ring B.

    [0403] In some embodiments of one or more formulae herein, at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen.

    [0404] In some embodiments of one or more formulae herein, R.sup.2 and R.sup.4 are not both hydroxymethyl.

    [0405] In some embodiments of one or more formulae herein, at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen and R.sup.2 and R.sup.4 are not both hydroxymethyl.

    [0406] In some embodiments of one or more formulae herein, R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxyl.

    [0407] In some embodiments of one or more formulae herein, R.sup.24 is C.sub.1-C.sub.6 alkyl and R.sup.5 is O.

    [0408] In some embodiments of one or more formulae herein, R.sup.24 is C.sub.3-C.sub.8 cycloalkyl and R.sup.5 is O.

    [0409] Rings A and B

    [0410] In some embodiments of one or more formulae herein, ring A is a carbocyclic ring.

    [0411] In some embodiments of one or more formulae herein, ring A is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0412] In some embodiments of one or more formulae herein, ring B is a carbocyclic ring.

    [0413] In some embodiments of one or more formulae herein, ring B is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0414] In some embodiments, ring A is a carbocyclic ring and n1 is 3.

    [0415] In some embodiments, ring A is a carbocyclic ring and n1 is 4.

    [0416] In some embodiments, ring A is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S and n1 is 3.

    [0417] In some embodiments, ring A is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S and n1 is 4.

    [0418] In some embodiments, ring B is a carbocyclic ring and n2 is 3.

    [0419] In some embodiments, ring B is a carbocyclic ring and n2 is 4.

    [0420] In some embodiments, ring B is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S and n2 is 3.

    [0421] In some embodiments, ring B is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S and n2 is 4.

    [0422] In some embodiments, ring A is the same as ring B.

    [0423] In some embodiments, ring A is

    ##STR00028##

    [0424] In some embodiments, ring B is

    ##STR00029##

    [0425] In some embodiments, ring B is

    ##STR00030##

    and is the same as ring A.

    [0426] In some embodiments, ring A is

    ##STR00031##

    [0427] In some embodiments, ring B is

    ##STR00032##

    and is the same as ring A.

    [0428] In some embodiments, ring A is a heterocyclic ring of the formula

    ##STR00033##

    [0429] In some embodiments, ring A is a heterocyclic ring of the formula

    ##STR00034##

    [0430] The Groups R.sup.6 and R.sup.7 and the Variables n1, n2, m1 and m2 in Ring A and Ring B

    [0431] In some embodiments of one or more formulae herein, R.sup.6 is H.

    [0432] In some embodiments of one or more formulae herein, R.sup.6 is F.

    [0433] In some embodiments of one or more formulae herein, R.sup.6 is C.sub.1-C.sub.6 alkyl.

    [0434] In some embodiments of one or more formulae herein, R.sup.6 is C.sub.1-C.sub.6 alkoxy.

    [0435] In some embodiments of one or more formulae herein, R.sup.6 is methoxy.

    [0436] In some embodiments of one or more formulae herein, R.sup.6 is NR.sup.11R.sup.12.

    [0437] In some embodiments of one or more formulae herein, R.sup.6 is oxo.

    [0438] In some embodiments of one or more formulae herein, R.sup.6 is NR.sup.13.

    [0439] In some embodiments of one or more formulae herein, n1 is 2.

    [0440] In some embodiments of one or more formulae herein, n1 is 3.

    [0441] In some embodiments of one or more formulae herein, n1 is 4.

    [0442] In some embodiments of one or more formulae herein, n1 is 5.

    [0443] In some embodiments of one or more formulae herein, n2 is 2.

    [0444] In some embodiments of one or more formulae herein, n2 is 3.

    [0445] In some embodiments of one or more formulae herein, n2 is 4.

    [0446] In some embodiments of one or more formulae herein, n2 is 5.

    [0447] In some embodiments of one or more formulae herein, m1 is 1.

    [0448] In some embodiments of one or more formulae herein, m1 is 2.

    [0449] In some embodiments of one or more formulae herein, m1 is 3.

    [0450] In some embodiments of one or more formulae herein, m1 is 4.

    [0451] In some embodiments of one or more formulae herein, m2 is 1.

    [0452] In some embodiments of one or more formulae herein, m2 is 2.

    [0453] In some embodiments of one or more formulae herein, m2 is 3.

    [0454] In some embodiments of one or more formulae herein, m2 is 4.

    [0455] In some embodiments of one or more formulae herein, two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0456] In some embodiments of one or more formulae herein, each R.sup.6 in each ring is H.

    [0457] In some embodiments of one or more formulae herein, each R.sup.6 in each ring is F.

    [0458] In some embodiments of one or more formulae herein, each R.sup.6 in each ring is C.sub.1-C.sub.6 alkyl.

    [0459] In some embodiments of one or more formulae herein, each R.sup.7 in each ring is H.

    [0460] In some embodiments of one or more formulae herein, each R.sup.7 in each ring is C.sub.1-C.sub.6 alkyl.

    [0461] In some embodiments of one or more formulae herein, each R.sup.6 in each ring is H and each R.sup.7 in each ring is H.

    [0462] In some embodiments of one or more formulae herein, each R.sup.6 in each ring is H and each R.sup.7 in each ring is C.sub.1-C.sub.6 alkyl.

    [0463] In some embodiments of one or more formulae herein, each R.sup.6 in each ring is C.sub.1-C.sub.6 alkyl and each R.sup.7 in each ring is H.

    [0464] In some embodiments of one or more formulae herein, each R.sup.6 in each ring is C.sub.1-C.sub.6 alkyl and each R.sup.7 in each ring is C.sub.1-C.sub.6 alkyl.

    [0465] The Group Z

    [0466] In some embodiments of one or more formulae herein, Z is N and X.sup.4 is CR.sup.4.

    [0467] In some embodiments of one or more formulae herein, Z is N and X.sup.4 is NR.sup.24.

    [0468] In some embodiments of one or more formulae herein, Z is CR.sup.8.

    [0469] The Group R.sup.8

    [0470] In some embodiments of one or more formulae herein, R.sup.8 is selected from H, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl.

    [0471] In some embodiments of one or more formulae herein, R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl.

    [0472] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl.

    [0473] In some embodiments of one or more formulae herein, R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2.

    [0474] In some embodiments of one or more formulae herein, R.sup.8 is H.

    [0475] In some embodiments of one or more formulae herein, R.sup.8 is CN.

    [0476] In some embodiments of one or more formulae herein, R.sup.8 is halo.

    [0477] In some embodiments of one or more formulae herein, R.sup.8 is Cl.

    [0478] In some embodiments of one or more formulae herein, R.sup.8 is F.

    [0479] In some embodiments of one or more formulae herein, R.sup.8 is CO.sub.2C.sub.1-C.sub.6 alkyl.

    [0480] In some embodiments of one or more formulae herein, R.sup.8 is CO.sub.2C.sub.3-C.sub.8 cycloalkyl.

    [0481] In some embodiments of one or more formulae herein, R.sup.8 is CONH.sub.2.

    [0482] In some embodiments of one or more formulae herein, R.sup.8 is CONR.sup.11R.sup.12.

    [0483] In some embodiments of one or more formulae herein, R.sup.8 is C.sub.1-C.sub.6 alkyl.

    [0484] In some embodiments of one or more formulae herein, R.sup.8 is C.sub.1-C.sub.6 alkoxy.

    [0485] In some embodiments of one or more formulae herein, R.sup.8 is C.sub.1-C.sub.6 haloalkoxy.

    [0486] In some embodiments of one or more formulae herein, R.sup.8 is OCF.sub.3.

    [0487] In some embodiments of one or more formulae herein, R.sup.8 is C.sub.1-C.sub.6 haloalkyl.

    [0488] In some embodiments of one or more formulae herein, R.sup.8 is CF.sub.3.

    [0489] The Groups R.sup.1, R.sup.10, R.sup.41 and R.sup.42

    [0490] In some embodiments of one or more formulae herein, each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 akyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, N.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12.

    [0491] In some embodiments of one or more formulae herein, each of R.sup.1, R.sup.10, R.sup.41 .sub.and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12.

    [0492] In some embodiments of one or more formulae herein, each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, C.sub.6-C.sub.10 aryl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and CONR.sup.11R.sup.12.

    [0493] In some embodiments of one or more formulae herein, R.sup.1 is H.

    [0494] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0495] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0496] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0497] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl substituted with hydroxy.

    [0498] In some embodiments of one or more formulae herein, R.sup.1 is 2-hydroxy-2-propyl.

    [0499] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl optionally substituted with C.sub.6-C.sub.10 aryl.

    [0500] In some embodiments of one or more formulae herein, R.sup.1 is methyl.

    [0501] In some embodiments of one or more formulae herein, R.sup.1 is isopropyl.

    [0502] In some embodiments of one or more formulae herein, R.sup.1 is benzyl.

    [0503] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0504] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl substituted with NH.sub.2.

    [0505] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl substituted with NH(C.sub.1-C.sub.6 alkyl).

    [0506] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl substituted with N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0507] In some embodiments of one or more formulae herein, R.sup.1 is dimethylaminomethyl.

    [0508] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [0509] In some embodiments of one or more formulae herein, R.sup.1 is S(O.sub.2)C.sub.1-C.sub.6 akyl.

    [0510] In some embodiments of one or more formulae herein, R.sup.1 is S(O.sub.2)CH.sub.3.

    [0511] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.6-C.sub.10 aryl.

    [0512] In some embodiments of one or more formulae herein, R.sup.1 is phenyl.

    [0513] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0514] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.3-C.sub.7 cycloalkyl.

    [0515] In some embodiments of one or more formulae herein, R.sup.1 is C.sub.3-C.sub.7 cycloalkyl substituted with hydroxy.

    [0516] In some embodiments of one or more formulae herein, R.sup.1 is 1-hydroxy-1-cyclopropyl.

    [0517] In some embodiments of one or more formulae herein, R.sup.1 is 1-hydroxy-1-cyclobutyl.

    [0518] In some embodiments of one or more formulae herein, R.sup.1 is 1-hydroxy-1-cyclopentyl.

    [0519] In some embodiments of one or more formulae herein, R.sup.1 is 3- to 7-membered heterocycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0520] In some embodiments of one or more formulae herein, R.sup.1 3- to 7-membered heterocycloalkyl.

    [0521] In some embodiments of one or more formulae herein, R.sup.1 is 3- to 7-membered heterocycloalkyl substituted with hydroxy.

    [0522] In some embodiments of one or more formulae herein, R.sup.1 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments of one or more formulae herein, R.sup.1 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.1 is pyridyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.1 is pyrimidinyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.1 is pyrrolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.1 is pyrazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.1 is imidazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.1 is oxazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.1 is thiazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0523] In some embodiments of one or more formulae herein, R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein R.sup.10 is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0524] In some embodiments of one or more formulae herein, R.sup.10 is H.

    [0525] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0526] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0527] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0528] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl substituted with hydroxy.

    [0529] In some embodiments of one or more formulae herein, R.sup.10 is 2-hydroxy-2-propyl.

    [0530] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl optionally substituted with C.sub.6-C.sub.10 aryl.

    [0531] In some embodiments of one or more formulae herein, R.sup.10 is methyl.

    [0532] In some embodiments of one or more formulae herein, R.sup.10 is isopropyl.

    [0533] In some embodiments of one or more formulae herein, R.sup.10 is benzyl.

    [0534] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0535] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl substituted with NH.sub.2.

    [0536] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl substituted with NH(C.sub.1-C.sub.6 alkyl).

    [0537] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl substituted with N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0538] In some embodiments of one or more formulae herein, R.sup.10 is dimethylaminomethyl.

    [0539] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12, wherein and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [0540] In some embodiments of one or more formulae herein, R.sup.10 is S(O.sub.2)C.sub.1-C.sub.6 akyl.

    [0541] In some embodiments of one or more formulae herein, R.sup.10 is S(O.sub.2)CH.sub.3.

    [0542] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.6-C.sub.10 aryl.

    [0543] In some embodiments of one or more formulae herein, R.sup.10 is phenyl.

    [0544] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0545] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.3-C.sub.7 cycloalkyl.

    [0546] In some embodiments of one or more formulae herein, R.sup.10 is C.sub.3-C.sub.7 cycloalkyl substituted with hydroxy.

    [0547] In some embodiments of one or more formulae herein, R.sup.10 is 1-hydroxy-1-cyclopropyl.

    [0548] In some embodiments of one or more formulae herein, R.sup.10 is 1-hydroxy-1-cyclobutyl.

    [0549] In some embodiments of one or more formulae herein, R.sup.10 is 1-hydroxy-1-cyclopentyl.

    [0550] In some embodiments of one or more formulae herein, R.sup.10 is 3- to 7-membered heterocycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0551] In some embodiments of one or more formulae herein, R.sup.10 is 3- to 7-membered heterocycloalkyl.

    [0552] In some embodiments of one or more formulae herein, R.sup.10 is 3- to 7-membered heterocycloalkyl substituted with hydroxy.

    [0553] In some embodiments of one or more formulae herein, R.sup.10 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments of one or more formulae herein, R.sup.10 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.10 is pyridyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.10 is pyrimidinyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.10 is pyrrolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.10 is pyrazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.10 is imidazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.10 is oxazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.10 is thiazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0554] In some embodiments of one or more formulae herein, R.sup.41 is H.

    [0555] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0556] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0557] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0558] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl substituted with hydroxy.

    [0559] In some embodiments of one or more formulae herein, R.sup.41 is 2-hydroxy-2-propyl.

    [0560] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl optionally substituted with C.sub.6-C.sub.10 aryl.

    [0561] In some embodiments of one or more formulae herein, R.sup.41 is methyl.

    [0562] In some embodiments of one or more formulae herein, R.sup.41 is isopropyl.

    [0563] In some embodiments of one or more formulae herein, R.sup.41 is benzyl.

    [0564] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.6-C.sub.10 aryl.

    [0565] In some embodiments of one or more formulae herein, R.sup.41 is phenyl.

    [0566] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0567] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl substituted with NH.sub.2.

    [0568] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl substituted with NH(C.sub.1-C.sub.6 alkyl).

    [0569] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl substituted with N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0570] In some embodiments of one or more formulae herein, R.sup.41 is dimethylaminomethyl.

    [0571] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [0572] In some embodiments of one or more formulae herein, R.sup.41 is S(O.sub.2)C.sub.1-C.sub.6 akyl.

    [0573] In some embodiments of one or more formulae herein, R.sup.41 is S(O.sub.2)CH.sub.3.

    [0574] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0575] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.3-C.sub.7 cycloalkyl.

    [0576] In some embodiments of one or more formulae herein, R.sup.41 is C.sub.3-C.sub.7 cycloalkyl substituted with hydroxy.

    [0577] In some embodiments of one or more formulae herein, R.sup.41 is 1-hydroxy-1-cyclopropyl.

    [0578] In some embodiments of one or more formulae herein, R.sup.41 is 1-hydroxy-1-cyclobutyl.

    [0579] In some embodiments of one or more formulae herein, R.sup.41 is 1-hydroxy-1-cyclopentyl.

    [0580] In some embodiments of one or more formulae herein, R.sup.41 is 3- to 7-membered heterocycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0581] In some embodiments of one or more formulae herein, R.sup.41 is 3- to 7-membered heterocycloalkyl.

    [0582] In some embodiments of one or more formulae herein, R.sup.41 is 3- to 7-membered heterocycloalkyl substituted with hydroxy.

    [0583] In some embodiments of one or more formulae herein, R.sup.41 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments of one or more formulae herein, R.sup.41 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.41 is pyridyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.41 is pyrimidinyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.41 is pyrrolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.41 is pyrazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.41 is imidazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.41 is oxazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.41 is thiazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0584] In some embodiments of one or more formulae herein, R.sup.42 is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein R.sup.42 is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0585] In some embodiments of one or more formulae herein, R.sup.42 is H.

    [0586] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0587] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0588] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0589] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl substituted with hydroxy.

    [0590] In some embodiments of one or more formulae herein, R.sup.42 is 2-hydroxy-2-propyl.

    [0591] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl optionally substituted with C.sub.6-C.sub.10 aryl.

    [0592] In some embodiments of one or more formulae herein, R.sup.42 is methyl.

    [0593] In some embodiments of one or more formulae herein, R.sup.42 is isopropyl.

    [0594] In some embodiments of one or more formulae herein, R.sup.42 is benzyl.

    [0595] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0596] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl substituted with NH.sub.2.

    [0597] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl substituted with NH(C.sub.1-C.sub.6 alkyl).

    [0598] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl substituted with N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0599] In some embodiments of one or more formulae herein, R.sup.42 is dimethylaminomethyl.

    [0600] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [0601] In some embodiments of one or more formulae herein, R.sup.42 is S(O.sub.2)C.sub.1-C.sub.6 akyl.

    [0602] In some embodiments of one or more formulae herein, R.sup.42 is S(O.sub.2)CH.sub.3.

    [0603] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.6-C.sub.10 aryl.

    [0604] In some embodiments of one or more formulae herein, R.sup.42 is phenyl.

    [0605] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0606] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.3-C.sub.7 cycloalkyl.

    [0607] In some embodiments of one or more formulae herein, R.sup.42 is C.sub.3-C.sub.7 cycloalkyl substituted with hydroxy.

    [0608] In some embodiments of one or more formulae herein, R.sup.42 is 1-hydroxy-1-cyclopropyl.

    [0609] In some embodiments of one or more formulae herein, R.sup.42 is 1-hydroxy-1-cyclobutyl.

    [0610] In some embodiments of one or more formulae herein, R.sup.42 is 1-hydroxy-1-cyclopentyl.

    [0611] In some embodiments of one or more formulae herein, R.sup.42 is 3- to 7-membered heterocycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0612] In some embodiments of one or more formulae herein, R.sup.42 is 3- to 7-membered heterocycloalkyl.

    [0613] In some embodiments of one or more formulae herein, R.sup.42 is 3- to 7-membered heterocycloalkyl substituted with hydroxy.

    [0614] In some embodiments of one or more formulae herein, R.sup.42 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments of one or more formulae herein, R.sup.42 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.42 is pyridyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.42 is pyrimidinyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.42 is pyrrolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.42 is pyrazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.42 is imidazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.42 is oxazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments, R.sup.42 is thiazolyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0615] In some embodiments of one or more formulae herein, one of R.sup.1 and R.sup.10 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo, and the other of R.sup.1 and R.sup.10 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo.

    [0616] In some embodiments of one or more formulae herein, one of R.sup.1 and R.sup.10 is 2-hydroxy-2-propyl and the other of R.sup.1 and R.sup.10 is 1-hydroxy-1-cyclobutyl.

    [0617] In some embodiments of one or more formulae herein, one of R.sup.1 and R.sup.10 is 2-hydroxy-2-propyl and the other of R.sup.1 and R.sup.10 is 1-hydroxy-1-cyclopentyl.

    [0618] In some embodiments of one or more formulae herein, R.sup.1 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo, and the hydroxy, amino or oxo substituent is at the carbon of R.sup.1 directly bonded to the five-membered heteroaryl ring of the formulae herein.

    [0619] In some embodiments of one or more formulae herein, R.sup.10 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo, and the hydroxy, amino or oxo substituent is at the carbon of R.sup.10 directly bonded to the five-membered heteroaryl ring of the formulae herein.

    [0620] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a three-membered carbocyclic ring.

    [0621] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a four-membered carbocyclic ring.

    [0622] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered carbocyclic ring.

    [0623] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a six-membered carbocyclic ring.

    [0624] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a seven-membered carbocyclic ring.

    [0625] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form an eight-membered carbocyclic ring.

    [0626] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a three-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0627] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a four-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0628] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0629] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a six-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0630] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a seven-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0631] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form an eight-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [0632] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a carbocyclic ring substituted with hydroxy.

    [0633] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a carbocyclic ring substituted with oxo.

    [0634] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a carbocyclic ring substituted with C.sub.1-C.sub.6 alkoxy.

    [0635] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a carbocyclic ring substituted with NR.sup.11R.sup.12.

    [0636] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a carbocyclic ring substituted with NR.sup.13.

    [0637] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a carbocyclic ring substituted with COOC.sub.1-C.sub.6 alkyl.

    [0638] In some embodiments of one or more formulae herein, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a carbocyclic ring substituted with CONR.sup.11R.sup.12.

    [0639] The Groups R.sup.11 and R.sup.12

    [0640] In some embodiments of one or more formulae herein, R.sup.11 is hydrogen.

    [0641] In some embodiments of one or more formulae herein, R.sup.11 is C.sub.1-C.sub.6 alkyl.

    [0642] In some embodiments of one or more formulae herein, R.sup.11 is CO.sub.2R.sup.15.

    [0643] In some embodiments of one or more formulae herein, R.sup.11 is CONR.sup.17R.sup.18.

    [0644] In some embodiments of one or more formulae herein, R.sup.12 is hydrogen.

    [0645] In some embodiments of one or more formulae herein, R.sup.12 is C.sub.1-C.sub.6 alkyl.

    [0646] In some embodiments of one or more formulae herein, R.sup.12 is CO.sub.2R.sup.15.

    [0647] In some embodiments of one or more formulae herein, R.sup.12 is CONR.sup.17R.sup.18.

    [0648] In some embodiments of one or more formulae herein, the group NR.sup.11R.sup.12 is amino.

    [0649] In some embodiments of one or more formulae herein, the group NR.sup.11R.sup.12 is methylamino.

    [0650] In some embodiments of one or more formulae herein, the group NR.sup.11R.sup.12 is dimethylamino.

    [0651] In some embodiments of one or more formulae herein, R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to in the NR.sup.11R.sup.12 group form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [0652] The Groups R.sup.13, R.sup.15, R.sup.17 and R.sup.18

    [0653] In some embodiments of one or more formulae herein, R.sup.13 is C.sub.1-C.sub.6 alkyl.

    [0654] In some embodiments of one or more formulae herein, R.sup.15 is C.sub.1-C.sub.6 alkyl.

    [0655] In some embodiments of one or more formulae herein, R.sup.17 is hydrogen.

    [0656] In some embodiments of one or more formulae herein, R.sup.17 is C.sub.1-C.sub.6 alkyl.

    [0657] In some embodiments of one or more formulae herein, R.sup.18 is hydrogen.

    [0658] In some embodiments of one or more formulae herein, R.sup.18 is C.sub.1-C.sub.6 alkyl.

    [0659] The Groups R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36

    [0660] In some embodiments of one or more formulae herein, each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl, SF.sub.5 and S(O.sub.2)C.sub.1-C.sub.6 alkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 alkyl, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl,

    [0661] wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl,

    [0662] or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0663] In some embodiments of one or more formulae herein, each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, CN, halo, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2, NO.sub.2, COC.sub.1-C.sub.6 alkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, CONR.sup.11R.sup.12, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl), NHCO(3- to 7-membered heterocycloalkyl), and NHCOC.sub.2-C.sub.6 alkynyl,

    [0664] wherein the C.sub.6-C.sub.10 aryl, 5- to 10-membered heteroaryl, NHCOC.sub.6-C.sub.10 aryl, NHCO(5- to 10-membered heteroaryl) and NHCO(3- to 7-membered heterocycloalkyl) are optionally substituted with one or more substituents independently selected from halo, C.sub.1-C.sub.6 alkyl, and OC.sub.1-C.sub.6 alkyl,

    [0665] or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring, a five-to-eight-membered carbocyclic non-aromatic ring, a five- or six-membered heteroaromatic ring or a five-to-eight-membered heterocyclic non-aromatic ring, wherein the ring formed by the two groups together with the adjacent ring carbons is optionally substituted with one or more OC.sub.1-C.sub.6 alkyl, NH.sub.2, NHC.sub.1-C.sub.6 alkyl, N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0666] In some embodiments of one or more formulae herein, R.sup.34 is H.

    [0667] In some embodiments of one or more formulae herein, R.sup.34 is CN.

    [0668] In some embodiments of one or more formulae herein, R.sup.34 is C.sub.1-C.sub.6 alkyl.

    [0669] In some embodiments of one or more formulae herein, R.sup.34 is CH.sub.3.

    [0670] In some embodiments of one or more formulae herein, R.sup.34 is halo.

    [0671] In some embodiments of one or more formulae herein, R.sup.34 is Cl.

    [0672] In some embodiments of one or more formulae herein, R.sup.34 is F.

    [0673] In some embodiments of one or more formulae herein, R.sup.29 is H.

    [0674] In some embodiments of one or more formulae herein, R.sup.29 is CN.

    [0675] In some embodiments of one or more formulae herein, R.sup.29 is Cl.

    [0676] In some embodiments of one or more formulae herein, R.sup.29 is F.

    [0677] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl.

    [0678] In some embodiments of one or more formulae herein, R.sup.29 is CH.sub.3.

    [0679] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with hydroxy.

    [0680] In some embodiments of one or more formulae herein, R.sup.29 is 2-hydroxy-2-propyl.

    [0681] In some embodiments of one or more formulae herein, R.sup.29 is 1-hydroxy-1-cyclopropyl.

    [0682] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with oxo.

    [0683] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0684] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0685] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0686] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with CONR.sup.11R.sup.12.

    [0687] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with C.sub.3-C.sub.7 cycloalkyl.

    [0688] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with 3- to 7-membered heterocycloalkyl.

    [0689] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with C.sub.6-C.sub.10 aryl.

    [0690] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with 5- to 10-membered heteroaryl.

    [0691] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0692] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NH.sub.2.

    [0693] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NH(C.sub.1-C.sub.6 alkyl).

    [0694] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0695] In some embodiments of one or more formulae herein, R.sup.29 is dimethylaminomethyl.

    [0696] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12 wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [0697] In some embodiments of one or more formulae herein, R.sup.29 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [0698] In some embodiments of one or more formulae herein, R.sup.29 is S(O.sub.2)CH.sub.3.

    [0699] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NHCOC.sub.6-C.sub.10 aryl.

    [0700] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NHCO(5- to 10-membered heteroaryl).

    [0701] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NHCO(3- to 7-membered heterocycloalkyl).

    [0702] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NHCO(3- to 7-membered heterocycloalkyl) optionally substituted with oxo.

    [0703] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 alkyl substituted with NHCOC.sub.2-C.sub.6 alkynyl.

    [0704] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.1-C.sub.6 haloalkyl.

    [0705] In some embodiments of one or more formulae herein, R.sup.29 is halo.

    [0706] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.3-C.sub.7 cycloalkyl.

    [0707] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.3-C.sub.7 cycloalkyl substituted with hydroxy.

    [0708] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.3-C.sub.7 cycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0709] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.3-C.sub.7 cycloalkyl substituted with NR.sup.11R.sup.12.

    [0710] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.3-C.sub.7 cycloalkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0711] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.3-C.sub.7 cycloalkyl substituted with CONR.sup.11R.sup.12.

    [0712] In some embodiments of one or more formulae herein, R.sup.29 is C.sub.3-C.sub.7 cycloalkyl substituted substituted with C.sub.1-C.sub.6 alkyl.

    [0713] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered heterocycloalkyl.

    [0714] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl.

    [0715] In some embodiments of one or more formulae herein, R.sup.29 is 1,3-dioxolan-2-yl.

    [0716] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with hydroxy.

    [0717] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with oxo.

    [0718] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0719] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered heterocycloalkyl substituted with C.sub.1-C.sub.6 alkyl.

    [0720] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with C.sub.1-C.sub.6 alkyl.

    [0721] In some embodiments of one or more formulae herein, R.sup.29 is 2-methyl-1,3-dioxolan-2-yl.

    [0722] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered heterocycloalkyl substituted with hydroxy.

    [0723] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered heterocycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0724] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered heterocycloalkyl substituted with NR.sup.11R.sup.12.

    [0725] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered heterocycloalkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0726] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered heterocycloalkyl substituted with CONR.sup.11R.sup.12.

    [0727] In some embodiments of one or more formulae herein, R.sup.29 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.29 is pyridyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.29 is pyrimidinyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.29 is pyrrolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.29 is pyrazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.29 is imidazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.29 is oxazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.29 is thiazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0728] In some embodiments of one or more formulae herein, R.sup.29 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [0729] In some embodiments of one or more formulae herein, R.sup.29 is S(O.sub.2)CH.sub.3.

    [0730] In some embodiments of one or more formulae herein, R.sup.35 is H.

    [0731] In some embodiments of one or more formulae herein, R.sup.35 is CN.

    [0732] In some embodiments of one or more formulae herein, R.sup.35 is Cl.

    [0733] In some embodiments of one or more formulae herein, R.sup.35 is F.

    [0734] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl.

    [0735] In some embodiments of one or more formulae herein, R.sup.35 is CH.sub.3.

    [0736] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with hydroxy.

    [0737] In some embodiments of one or more formulae herein, R.sup.35 is 2-hydroxy-2-propyl.

    [0738] In some embodiments of one or more formulae herein, R.sup.35 is 1-hydroxy-1-cyclopropyl.

    [0739] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with oxo.

    [0740] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0741] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0742] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0743] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with CONR.sup.11R.sup.12.

    [0744] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with C.sub.3-C.sub.7 cycloalkyl.

    [0745] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with 3- to 7-membered heterocycloalkyl.

    [0746] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with C.sub.6-C.sub.10 aryl.

    [0747] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with 5- to 10-membered heteroaryl.

    [0748] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0749] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NH.sub.2.

    [0750] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NH(C.sub.1-C.sub.6 alkyl).

    [0751] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0752] In some embodiments of one or more formulae herein, R.sup.35 is dimethylaminomethyl.

    [0753] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [0754] In some embodiments of one or more formulae herein, R.sup.35 is S(O.sub.2)C.sub.1-C.sub.6 akyl.

    [0755] In some embodiments of one or more formulae herein, R.sup.35 is S(O.sub.2)CH.sub.3.

    [0756] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NHCOC.sub.6-C.sub.10 aryl.

    [0757] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NHCO(5- to 10-membered heteroaryl).

    [0758] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NHCO(3- to 7-membered heterocycloalkyl).

    [0759] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NHCO(3- to 7-membered heterocycloalkyl) optionally substituted with oxo.

    [0760] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 alkyl substituted with NHCOC.sub.2-C.sub.6 alkynyl.

    [0761] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.1-C.sub.6 haloalkyl.

    [0762] In some embodiments of one or more formulae herein, R.sup.35 is halo.

    [0763] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.3-C.sub.7 cycloalkyl.

    [0764] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.3-C.sub.7 cycloalkyl substituted with hydroxy.

    [0765] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.3-C.sub.7 cycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0766] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.3-C.sub.7 cycloalkyl substituted with NR.sup.11R.sup.12.

    [0767] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.3-C.sub.7 cycloalkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0768] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.3-C.sub.7 cycloalkyl substituted with CONR.sup.11R.sup.12.

    [0769] In some embodiments of one or more formulae herein, R.sup.35 is C.sub.3-C.sub.7 cycloalkyl substituted substituted with C.sub.1-C.sub.6 alkyl.

    [0770] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered heterocycloalkyl.

    [0771] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl.

    [0772] In some embodiments of one or more formulae herein, R.sup.35 is 1,3-dioxolan-2-yl.

    [0773] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with hydroxy.

    [0774] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with oxo.

    [0775] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0776] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered heterocycloalkyl substituted with C.sub.1-C.sub.6 alkyl.

    [0777] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with C.sub.1-C.sub.6 alkyl.

    [0778] In some embodiments of one or more formulae herein, R.sup.35 is 2-methyl-1,3-dioxolan-2-yl.

    [0779] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered heterocycloalkyl substituted with hydroxy.

    [0780] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered heterocycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0781] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered heterocycloalkyl substituted with NR.sup.11R.sup.12.

    [0782] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered heterocycloalkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0783] In some embodiments of one or more formulae herein, R.sup.35 is 3- to 7-membered heterocycloalkyl substituted with CONR.sup.11R.sup.12.

    [0784] In some embodiments of one or more formulae herein, R.sup.35 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.35 is pyridyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.35 is pyrimidinyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.35 is pyrrolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.35 is pyrazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.35 is imidazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.35 is oxazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.35 is thiazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0785] In some embodiments of one or more formulae herein, R.sup.35 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [0786] In some embodiments of one or more formulae herein, R.sup.35 is S(O.sub.2)CH.sub.3.

    [0787] In some embodiments of one or more formulae herein, R.sup.21is H.

    [0788] In some embodiments of one or more formulae herein, R.sup.21is CN.

    [0789] In some embodiments of one or more formulae herein, R.sup.21is Cl.

    [0790] In some embodiments of one or more formulae herein, R.sup.21is F.

    [0791] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl.

    [0792] In some embodiments of one or more formulae herein, R.sup.21is CH.sub.3.

    [0793] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with hydroxy.

    [0794] In some embodiments of one or more formulae herein, R.sup.21 is 2-hydroxy-2-propyl.

    [0795] In some embodiments of one or more formulae herein, R.sup.21 is 1-hydroxy-1-cyclopropyl.

    [0796] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with oxo.

    [0797] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0798] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0799] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0800] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with CONR.sup.11R.sup.12.

    [0801] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with C.sub.3-C.sub.7 cycloalkyl.

    [0802] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with 3- to 7-membered heterocycloalkyl.

    [0803] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with C.sub.6-C.sub.10 aryl.

    [0804] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with 5- to 10-membered heteroaryl.

    [0805] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12.

    [0806] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NH.sub.2.

    [0807] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NH(C.sub.1-C.sub.6 alkyl).

    [0808] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with N(C.sub.1-C.sub.6 alkyl).sub.2.

    [0809] In some embodiments of one or more formulae herein, R.sup.21 is dimethylaminomethyl.

    [0810] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [0811] In some embodiments of one or more formulae herein, R.sup.21 is S(O.sub.2)C.sub.1-C.sub.6 akyl.

    [0812] In some embodiments of one or more formulae herein, R.sup.21 is S(O.sub.2)CH.sub.3.

    [0813] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NHCOC.sub.6-C.sub.10 aryl.

    [0814] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NHCO(5- to 10-membered heteroaryl).

    [0815] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NHCO(3- to 7-membered heterocycloalkyl).

    [0816] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NHCO(3- to 7-membered heterocycloalkyl) optionally substituted with oxo.

    [0817] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 alkyl substituted with NHCOC.sub.2-C.sub.6 alkynyl.

    [0818] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.1-C.sub.6 haloalkyl.

    [0819] In some embodiments of one or more formulae herein, R.sup.21 is halo.

    [0820] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.3-C.sub.7 cycloalkyl.

    [0821] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.3-C.sub.7 cycloalkyl substituted with hydroxy.

    [0822] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.3-C.sub.7 cycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0823] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.3-C.sub.7 cycloalkyl substituted with NR.sup.11R.sup.12.

    [0824] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.3-C.sub.7 cycloalkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0825] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.3-C.sub.7 cycloalkyl substituted with CONR.sup.11R.sup.12.

    [0826] In some embodiments of one or more formulae herein, R.sup.21 is C.sub.3-C.sub.7 cycloalkyl substituted with C.sub.1-C.sub.6 alkyl.

    [0827] In some embodiments of one or more formulae herein, R.sup.29 is 3- to 7-membered heterocycloalkyl.

    [0828] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl.

    [0829] In some embodiments of one or more formulae herein, R.sup.21 is 1,3-dioxolan-2-yl.

    [0830] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with hydroxy.

    [0831] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with oxo.

    [0832] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0833] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered heterocycloalkyl substituted with C.sub.1-C.sub.6 alkyl.

    [0834] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered nonaromatic monocyclic heterocycloalkyl substituted with C.sub.1-C.sub.6 alkyl.

    [0835] In some embodiments of one or more formulae herein, R.sup.21 is 2-methyl-1,3-dioxolan-2-yl.

    [0836] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered heterocycloalkyl substituted with hydroxy.

    [0837] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered heterocycloalkyl substituted with C.sub.1-C.sub.6 alkoxy.

    [0838] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered heterocycloalkyl substituted with NR.sup.11R.sup.12.

    [0839] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered heterocycloalkyl substituted with COOC.sub.1-C.sub.6 alkyl.

    [0840] In some embodiments of one or more formulae herein, R.sup.21 is 3- to 7-membered heterocycloalkyl substituted with CONR.sup.11R.sup.12.

    [0841] In some embodiments of one or more formulae herein, R.sup.21 is 5- to 7-membered aromatic monocyclic radical having 1-3 heteroatoms selected from O, N, or S, wherein 0, 1, 2 or 3 atoms of each ring are optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.21 is pyridyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.21 is pyrimidinyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.21 is pyrrolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.21 is pyrazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.21 is imidazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.21 is oxazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12. In some embodiments, R.sup.21 is thiazolyl optionally substituted with one or more substituents each independently selected from hydroxy, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12.

    [0842] In some embodiments of one or more formulae herein, R.sup.21 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [0843] In some embodiments of one or more formulae herein, R.sup.21 is S(O.sub.2)CH.sub.3.

    [0844] In some embodiments of one or more formulae herein, R.sup.36 is H.

    [0845] In some embodiments of one or more formulae herein, R.sup.36 is CN.

    [0846] In some embodiments of one or more formulae herein, R.sup.36 is C.sub.1-C.sub.6 alkyl.

    [0847] In some embodiments of one or more formulae herein, R.sup.36 is CH.sub.3.

    [0848] In some embodiments of one or more formulae herein, R.sup.36 is halo.

    [0849] In some embodiments of one or more formulae herein, R.sup.36 is Cl.

    [0850] In some embodiments of one or more formulae herein, R.sup.36 is F.

    [0851] The Moieties

    ##STR00035##

    [0852] In some embodiments of one or more formulae herein, the moiety

    ##STR00036##

    [0853] In some embodiments of one or more formulae herein,

    ##STR00037##

    (RHS1).

    [0854] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00038##

    [0855] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00039##

    [0856] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00040##

    [0857] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00041##

    [0858] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00042##

    [0859] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00043##

    [0860] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00044##

    [0861] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00045##

    [0862] In some embodiments of one or more formulae herein, RHS1 is

    ##STR00046##

    [0863] In some embodiments of one or more formulae herein,

    ##STR00047##

    (RHS2).

    [0864] In some embodiments of one or more formulae herein, RHS2 is

    ##STR00048##

    [0865] In some embodiments of one or more formulae herein, RHS2 is

    ##STR00049##

    [0866] In some embodiments of one or more formulae herein, RHS2 is

    ##STR00050##

    [0867] In some embodiments of one or more formulae herein, RHS2 is

    ##STR00051##

    [0868] In some embodiments of one or more formulae herein, RHS2 is

    ##STR00052##

    [0869] In some embodiments of one or more formulae herein,

    ##STR00053##

    (RHS3).

    [0870] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00054##

    [0871] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00055##

    [0872] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00056##

    [0873] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00057##

    [0874] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00058##

    [0875] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00059##

    [0876] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00060##

    [0877] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00061##

    [0878] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00062##

    [0879] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00063##

    [0880] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00064##

    [0881] In some embodiments of one or more formulae herein, RHS3 is

    ##STR00065##

    [0882] In some embodiments of one or more formulae herein,

    ##STR00066##

    (RHS4).

    [0883] In some embodiments of one or more formulae herein, RHS4 is

    ##STR00067##

    [0884] In some embodiments of one or more formulae herein, RHS4 is

    ##STR00068##

    [0885] In some embodiments of one or more formulae herein, RHS4 is

    ##STR00069##

    [0886] In some embodiments of one or more formulae herein,

    ##STR00070##

    (RHS5).

    [0887] In some embodiments of one or more formulae herein, RHS5 is

    ##STR00071##

    [0888] In some embodiments of one or more formulae herein, RHS5 is

    ##STR00072##

    [0889] In some embodiments of one or more formulae herein,

    ##STR00073##

    (RHS6).

    [0890] In some embodiments of one or more formulae herein, RHS6 is

    ##STR00074##

    [0891] In some embodiments of one or more formulae herein,

    ##STR00075##

    (RHS7).

    [0892] In some embodiments of one or more formulae herein, RHS7 is

    ##STR00076##

    [0893] In some embodiments of one or more formulae herein, RHS7 is

    ##STR00077##

    [0894] In some embodiments of one or more formulae herein, RHS7 is

    ##STR00078##

    [0895] In some embodiments of one or more formulae herein, RHS7 is

    ##STR00079##

    [0896] In some embodiments of one or more formulae herein,

    ##STR00080##

    (RHS8).

    [0897] In some embodiments of one or more formulae herein, RHS8 is

    ##STR00081##

    [0898] In some embodiments of one or more formulae herein,

    ##STR00082##

    (RHS9).

    [0899] In some embodiments of one or more formulae herein, RHS9 is

    ##STR00083##

    [0900] In some embodiments of one or more formulae herein,

    ##STR00084##

    (RHS10).

    [0901] In some embodiments of one or more formulae herein, RHS10 is

    ##STR00085##

    [0902] In some embodiments of one or more formulae herein,

    ##STR00086##

    (RHS11).

    [0903] In some embodiments of one or more formulae herein, RHS11 is

    ##STR00087##

    [0904] In some embodiments of one or more formulae herein,

    ##STR00088##

    (RHS12).

    [0905] The Moiety

    ##STR00089##

    [0906] In some embodiments of one or more formulae herein,

    ##STR00090##

    (LHS1).

    [0907] In some embodiments of one or more formulae herein, LHS1 is

    ##STR00091##

    [0908] In some embodiments of one or more formulae herein, LHS1 is

    ##STR00092##

    [0909] In some embodiments of one or more formulae herein, LHS1 is

    ##STR00093##

    [0910] In some embodiments of one or more formulae herein, LHS1 is

    ##STR00094##

    [0911] In some embodiments of one or more formulae herein,

    ##STR00095##

    (LHS2).

    [0912] In some embodiments of one or more formulae herein, LHS2 is

    ##STR00096##

    [0913] In some embodiments of one or more formulae herein, LHS2 is

    ##STR00097##

    [0914] In some embodiments of one or more formulae herein, LHS2 is

    ##STR00098##

    [0915] In some embodiments of one or more formulae herein, LHS2 is

    ##STR00099##

    [0916] In some embodiments of one or more formulae herein, LHS2 is

    ##STR00100##

    [0917] In some embodiments of one or more formulae herein, LHS2 is

    ##STR00101##

    [0918] In some embodiments of one or more formulae herein, LHS2 is

    ##STR00102##

    [0919] In some embodiments of one or more formulae herein,

    ##STR00103##

    (LHS3).

    [0920] In some embodiments of one or more formulae herein, LHS3 is

    ##STR00104##

    [0921] In some embodiments of one or more formulae herein, LHS3 is

    ##STR00105##

    [0922] In some embodiments of one or more formulae herein, LHS3 is

    ##STR00106##

    [0923] In some embodiments of one or more formulae herein, LHS3 is

    ##STR00107##

    [0924] In some embodiments of one or more formulae herein, LHS3 is

    ##STR00108##

    [0925] In some embodiments of one or more formulae herein, LHS3 is

    ##STR00109##

    [0926] In some embodiments of one or more formulae herein, LHS3 is

    ##STR00110##

    [0927] In some embodiments of one or more formulae herein, LHS3 is

    ##STR00111##

    [0928] In some embodiments of one or more formulae herein,

    ##STR00112##

    (LHS4).

    [0929] In some embodiments of one or more formulae herein, LHS4 is

    ##STR00113##

    [0930] In some embodiments of one or more formulae herein, LHS4 is

    ##STR00114##

    [0931] In some embodiments of one or more formulae herein,

    ##STR00115##

    (LHS5).

    [0932] In some embodiments of one or more formulae herein, LHS5 is

    ##STR00116##

    [0933] In some embodiments of one or more formulae herein,

    ##STR00117##

    (LHS6).

    [0934] In some embodiments of one or more formulae herein, LHS6 is

    ##STR00118##

    [0935] In some embodiments of one or more formulae herein,

    ##STR00119##

    (LHS7).

    [0936] In some embodiments of LHS7, X.sup.10 is N; and X.sup.2 is O.

    [0937] In some embodiments of LHS7, X.sup.10 is N; and X.sup.2 is S.

    [0938] In some embodiments of one or more formulae herein, LHS7 is

    ##STR00120##

    [0939] In some embodiments of LHS7, X.sup.10 is CR.sup.10; and X.sup.2 is O.

    [0940] In some embodiments of LHS7, X.sup.10 is CR.sup.10; and X.sup.2 is S.

    [0941] In some embodiments of LHS7, X.sup.10 is CH; and X.sup.2 is O.

    [0942] In some embodiments of LHS7, X.sup.10 is CH; and X.sup.2 is S.

    [0943] In some embodiments of one or more formulae herein,

    ##STR00121##

    (LHS8).

    [0944] In some embodiments of LHS8, X.sup.1 is O; and X.sup.2 is N.

    [0945] In some embodiments of LHS8, X.sup.1 is S; and X.sup.2 is N.

    [0946] In some embodiments of LHS8, X.sup.1 is O; and X.sup.2 is CR.sup.42.

    [0947] In some embodiments of LHS8, X.sup.1 is S; and X.sup.2 is CR.sup.42.

    [0948] In some embodiments of LHS8, X.sup.1 is O; and X.sup.2 is CH.

    [0949] In some embodiments of LHS8, X.sup.1 is S; and X.sup.2 is CH.

    [0950] In some embodiments of LHS8, X.sup.1 is O; and X.sup.2 is CCH.sub.3.

    [0951] In some embodiments of LHS8, X.sup.1 is S; and X.sup.2 is CCH.sub.3.

    [0952] In some embodiments of one or more formulae herein,

    ##STR00122##

    (LHS11).

    [0953] In some embodiments of one or more formulae herein, LHS11 is

    ##STR00123##

    [0954] In some embodiments of one or more formulae herein,

    ##STR00124##

    (LHS15).

    [0955] In some embodiments of one or more formulae herein, LHS15 is

    ##STR00125##

    [0956] In some embodiments of one or more formulae herein,

    ##STR00126##

    (LHS16).

    [0957] In some embodiments of one or more formulae herein, LHS16 is

    ##STR00127##

    [0958] The Moiety

    ##STR00128##

    [0959] In some embodiments of one or more formulae herein,

    ##STR00129##

    (LHS9).

    [0960] In some embodiments of one or more formulae herein, LHS9 is

    ##STR00130##

    [0961] In some embodiments of one or more formulae herein, LHS9 is

    ##STR00131##

    [0962] In some embodiments of one or more formulae herein, LHS9 is

    ##STR00132##

    [0963] In some embodiments of one or more formulae herein, LHS9 is

    ##STR00133##

    [0964] In some embodiments of one or more formulae herein,

    ##STR00134##

    (LHS10).

    [0965] In some embodiments of one or more formulae herein, LHS10 is

    ##STR00135##

    [0966] In some embodiments of one or more formulae herein,

    ##STR00136##

    (LHS12).

    [0967] In some embodiments of one or more formulae herein, LHS12 is

    ##STR00137##

    [0968] In some embodiments of one or more formulae herein, LHS12 is

    ##STR00138##

    [0969] In some embodiments of one or more formulae herein, LHS12 is

    ##STR00139##

    [0970] In some embodiments of one or more formulae herein, LHS12 is

    ##STR00140##

    [0971] In some embodiments of one or more formulae herein,

    ##STR00141##

    (LHS13).

    [0972] In some embodiments of one or more formulae herein, LHS13 is

    ##STR00142##

    [0973] In some embodiments of one or more formulae herein,

    ##STR00143##

    (LHS14).

    [0974] In some embodiments of one or more formulae herein, LHS14 is

    ##STR00144##

    [0975] In some embodiments of one or more formulae herein,

    ##STR00145##

    (LHS17).

    [0976] In some embodiments of one or more formulae herein, LHS17 is

    ##STR00146##

    [0977] In some embodiments of one or more formulae herein,

    ##STR00147##

    (LHS18).

    Additional Embodiments

    [0978] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00148##

    is RHS1, each R.sup.20 is hydrogen.

    [0979] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00149##

    is RHS2, each R.sup.20 is hydrogen.

    [0980] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00150##

    is RHS3, each R.sup.20 is hydrogen.

    [0981] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00151##

    is RHS4, each R.sup.20 is hydrogen.

    [0982] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00152##

    is RHS5, each R.sup.20 is hydrogen.

    [0983] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00153##

    is RHS6, each R.sup.20 is hydrogen.

    [0984] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00154##

    is RHS7, each R.sup.20 is hydrogen.

    [0985] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00155##

    is RHS8, each R.sup.20 is hydrogen.

    [0986] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00156##

    is RHS1, each R.sup.20 is hydrogen.

    [0987] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00157##

    is RHS2, each R.sup.20 is hydrogen.

    [0988] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00158##

    is RHS3, each R.sup.20 is hydrogen.

    [0989] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00159##

    is RHS4, each R.sup.20 is hydrogen.

    [0990] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00160##

    is RHS5, each R.sup.20 is hydrogen.

    [0991] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00161##

    is RHS6, each R.sup.20 is hydrogen.

    [0992] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00162##

    is RHS7, each R.sup.20 is hydrogen.

    [0993] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00163##

    is RHS8, each R.sup.20 is hydrogen.

    [0994] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00164##

    is RHS1, each R.sup.20 is hydrogen.

    [0995] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00165##

    is RHS2, each R.sup.20 is hydrogen.

    [0996] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00166##

    is RHS3, each R.sup.20 is hydrogen.

    [0997] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00167##

    is RHS4, each R.sup.20 is hydrogen.

    [0998] In some embodiments of one or more formulae herein Ar is LHS3, is

    ##STR00168##

    is RHS5, each R.sup.20 is hydrogen.

    [0999] In some embodiments of one or more formulae herein Ar is LHS3, is

    ##STR00169##

    is RHS6, each R.sup.20 is hydrogen.

    [1000] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00170##

    is RHS7, each R.sup.20 is hydrogen.

    [1001] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00171##

    is RHS8, each R.sup.20 is hydrogen.

    [1002] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00172##

    is RHS1, each R.sup.20 is hydrogen.

    [1003] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00173##

    is RHS2, each R.sup.20 is hydrogen.

    [1004] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00174##

    is RHS3, each R.sup.20 is hydrogen.

    [1005] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00175##

    is RHS4, each R.sup.20 is hydrogen.

    [1006] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00176##

    is RHS5, each R.sup.20 is hydrogen.

    [1007] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00177##

    is RHS6, each R.sup.20 is hydrogen.

    [1008] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00178##

    is RHS7, each R.sup.20 is hydrogen.

    [1009] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00179##

    is RHS8, each R.sup.20 is hydrogen.

    [1010] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00180##

    is RHS1, each R.sup.20 is hydrogen.

    [1011] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00181##

    is RHS2, each R.sup.20 is hydrogen.

    [1012] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00182##

    is RHS3, each R.sup.20 is hydrogen.

    [1013] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00183##

    is RHS4, each R.sup.20 is hydrogen.

    [1014] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00184##

    is RHS5, each R.sup.20 is hydrogen.

    [1015] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00185##

    is RHS6, each R.sup.20 is hydrogen.

    [1016] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00186##

    is RHS7, each R.sup.20 is hydrogen.

    [1017] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00187##

    is RHS8, each R.sup.20 is hydrogen.

    [1018] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00188##

    is RHS1, each R.sup.20 is hydrogen.

    [1019] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00189##

    is RHS2, each R.sup.20 is hydrogen.

    [1020] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00190##

    is RHS3, each R.sup.20 is hydrogen.

    [1021] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00191##

    is RHS4, each R.sup.20 is hydrogen.

    [1022] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00192##

    is RHS5, each R.sup.20 is hydrogen.

    [1023] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00193##

    is RHS6, each R.sup.20 is hydrogen.

    [1024] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00194##

    is RHS7, each R.sup.20 is hydrogen.

    [1025] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00195##

    is RHS8, each R.sup.20 is hydrogen.

    [1026] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00196##

    is RHS1, each R.sup.20 is hydrogen.

    [1027] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00197##

    is RHS2, each R.sup.20 is hydrogen.

    [1028] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00198##

    is RHS3, each R.sup.20 is hydrogen.

    [1029] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00199##

    is RHS4, each R.sup.20 is hydrogen.

    [1030] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00200##

    is RHS5, each R.sup.20 is hydrogen.

    [1031] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00201##

    is RHS6, each R.sup.20 is hydrogen.

    [1032] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00202##

    is RHS7, each R.sup.20 is hydrogen.

    [1033] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00203##

    is RHS8, each R.sup.20 is hydrogen.

    [1034] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00204##

    is RHS1, each R.sup.20 is hydrogen.

    [1035] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00205##

    is RHS2, each R.sup.20 is hydrogen.

    [1036] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00206##

    is RHS3, each R.sup.20 is hydrogen.

    [1037] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00207##

    is RHS4, each R.sup.20 is hydrogen.

    [1038] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00208##

    is RHS5, each R.sup.20 is hydrogen.

    [1039] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00209##

    is RHS6, each R.sup.20 is hydrogen.

    [1040] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00210##

    is RHS7, each R.sup.20 is hydrogen.

    [1041] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00211##

    is RHS8, each R.sup.20 is hydrogen.

    [1042] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00212##

    is RHS1, each R.sup.20 is hydrogen.

    [1043] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00213##

    is RHS2, each R.sup.20 is hydrogen.

    [1044] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00214##

    is RHS3, each R.sup.20 is hydrogen.

    [1045] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00215##

    is RHS4, each R.sup.20 is hydrogen.

    [1046] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00216##

    is RHS5, each R.sup.20 is hydrogen.

    [1047] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00217##

    is RHS6, each R.sup.20 is hydrogen.

    [1048] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00218##

    is RHS7, each R.sup.20 is hydrogen.

    [1049] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00219##

    is RHS8, each R.sup.20 is hydrogen.

    [1050] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00220##

    is RHS1, each R.sup.20 is hydrogen.

    [1051] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00221##

    is RHS2, each R.sup.20 is hydrogen.

    [1052] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00222##

    is RHS3, each R.sup.20 is hydrogen.

    [1053] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00223##

    is RHS4, each R.sup.20 is hydrogen.

    [1054] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00224##

    is RHS5, each R.sup.20 is hydrogen.

    [1055] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00225##

    is RHS6, each R.sup.20 is hydrogen.

    [1056] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00226##

    is RHS7, each R.sup.20 is hydrogen.

    [1057] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00227##

    is RHS8, each R.sup.20 is hydrogen.

    [1058] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00228##

    is RHS1, each R.sup.20 is hydrogen.

    [1059] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00229##

    is RHS2, each R.sup.20 is hydrogen.

    [1060] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00230##

    is RHS3, each R.sup.20 is hydrogen.

    [1061] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00231##

    is RHS4, each R.sup.20 is hydrogen.

    [1062] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00232##

    is RHS5, each R.sup.20 is hydrogen.

    [1063] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00233##

    is RHS6, each R.sup.20 is hydrogen.

    [1064] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00234##

    is RHS7, each R.sup.20 is hydrogen.

    [1065] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00235##

    is RHS8, each R.sup.20 is hydrogen.

    [1066] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00236##

    is RHS1, each R.sup.20 is hydrogen.

    [1067] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00237##

    is RHS2, each R.sup.20 is hydrogen.

    [1068] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00238##

    is RHS3, each R.sup.20 is hydrogen.

    [1069] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00239##

    is RHS4, each R.sup.20 is hydrogen.

    [1070] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00240##

    is RHS5, each R.sup.20 is hydrogen.

    [1071] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00241##

    is RHS6, each R.sup.20 is hydrogen.

    [1072] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00242##

    is RHS7, each R.sup.20 is hydrogen.

    [1073] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00243##

    is RHS8, each R.sup.20 is hydrogen.

    [1074] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00244##

    is RHS1, each R.sup.20 is hydrogen.

    [1075] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00245##

    is RHS2, each R.sup.20 is hydrogen.

    [1076] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00246##

    is RHS3, each R.sup.20 is hydrogen.

    [1077] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00247##

    is RHS4, each R.sup.20 is hydrogen.

    [1078] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00248##

    is RHS5, each R.sup.20 is hydrogen.

    [1079] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00249##

    is RHS6, each R.sup.20 is hydrogen.

    [1080] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00250##

    is RHS7, each R.sup.20 is hydrogen.

    [1081] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00251##

    is RHS8, each R.sup.20 is hydrogen.

    [1082] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00252##

    is RHS1, each R.sup.20 is hydrogen.

    [1083] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00253##

    is RHS2, each R.sup.20 is hydrogen.

    [1084] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00254##

    is RHS3, each R.sup.20 is hydrogen.

    [1085] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00255##

    is RHS4, each R.sup.20 is hydrogen.

    [1086] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00256##

    is RHS5, each R.sup.20 is hydrogen.

    [1087] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00257##

    is RHS6, each R.sup.20 is hydrogen.

    [1088] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00258##

    is RHS7, each R.sup.20 is hydrogen.

    [1089] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00259##

    is RHS8, each R.sup.20 is hydrogen.

    [1090] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00260##

    is RHS1, each R.sup.20 is hydrogen.

    [1091] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00261##

    is RHS2, each R.sup.20 is hydrogen.

    [1092] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00262##

    is RHS3, each R.sup.20 is hydrogen.

    [1093] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00263##

    is RHS4, each R.sup.20 is hydrogen.

    [1094] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00264##

    is RHS5, each R.sup.20 is hydrogen.

    [1095] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00265##

    is RHS6, each R.sup.20 is hydrogen.

    [1096] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00266##

    is RHS7, each R.sup.20 is hydrogen.

    [1097] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00267##

    is RHS8, each R.sup.20 is hydrogen.

    [1098] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00268##

    is RHS1, each R.sup.20 is hydrogen.

    [1099] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00269##

    is RHS2, each R.sup.20 is hydrogen.

    [1100] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00270##

    is RHS3, each R.sup.20 is hydrogen.

    [1101] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00271##

    is RHS4, each R.sup.20 is hydrogen.

    [1102] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00272##

    is RHS5, each R.sup.20 is hydrogen.

    [1103] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00273##

    is RHS6, each R.sup.20 is hydrogen.

    [1104] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00274##

    is RHS7, each R.sup.20 is hydrogen.

    [1105] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00275##

    is RHS8, each R.sup.20 is hydrogen.

    [1106] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00276##

    is RHS9, each R.sup.20 is hydrogen.

    [1107] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00277##

    is RHS10, each R.sup.20 is hydrogen.

    [1108] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00278##

    is RHS11, each R.sup.20 is hydrogen.

    [1109] In some embodiments of one or more formulae herein Ar is LHS1,

    ##STR00279##

    is RHS12, each R.sup.20 is hydrogen.

    [1110] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00280##

    is RHS9, each R.sup.20 is hydrogen.

    [1111] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00281##

    is RHS10, each R.sup.20 is hydrogen.

    [1112] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00282##

    is RHS11, each R.sup.20 is hydrogen.

    [1113] In some embodiments of one or more formulae herein Ar is LHS2,

    ##STR00283##

    is RHS12, each R.sup.20 is hydrogen.

    [1114] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00284##

    is RHS9, each R.sup.20 is hydrogen.

    [1115] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00285##

    is RHS10, each R.sup.20 is hydrogen.

    [1116] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00286##

    is RHS11, each R.sup.20 is hydrogen.

    [1117] In some embodiments of one or more formulae herein Ar is LHS3,

    ##STR00287##

    is RHS12, each R.sup.20 is hydrogen.

    [1118] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00288##

    is RHS9, each R.sup.20 is hydrogen.

    [1119] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00289##

    is RHS10, each R.sup.20 is hydrogen.

    [1120] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00290##

    is RHS11, each R.sup.20 is hydrogen.

    [1121] In some embodiments of one or more formulae herein Ar is LHS4,

    ##STR00291##

    is RHS12, each R.sup.20 is hydrogen.

    [1122] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00292##

    is RHS9, each R.sup.20 is hydrogen.

    [1123] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00293##

    is RHS10, each R.sup.20 is hydrogen.

    [1124] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00294##

    is RHS11, each R.sup.20 is hydrogen.

    [1125] In some embodiments of one or more formulae herein Ar is LHS5,

    ##STR00295##

    is RHS12, each R.sup.20 is hydrogen.

    [1126] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00296##

    is RHS9, each R.sup.20 is hydrogen.

    [1127] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00297##

    is RHS10, each R.sup.20 is hydrogen.

    [1128] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00298##

    is RHS11, each R.sup.20 is hydrogen.

    [1129] In some embodiments of one or more formulae herein Ar is LHS6,

    ##STR00299##

    is RHS12, each R.sup.20 is hydrogen.

    [1130] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00300##

    is RHS9, each R.sup.20 is hydrogen.

    [1131] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00301##

    is RHS10, each R.sup.20 is hydrogen.

    [1132] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00302##

    is RHS11, each R.sup.20 is hydrogen.

    [1133] In some embodiments of one or more formulae herein Ar is LHS7,

    ##STR00303##

    is RHS12, each R.sup.20 is hydrogen.

    [1134] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00304##

    is RHS9, each R.sup.20 is hydrogen.

    [1135] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00305##

    is RHS10, each R.sup.20 is hydrogen.

    [1136] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00306##

    is RHS11, each R.sup.20 is hydrogen.

    [1137] In some embodiments of one or more formulae herein Ar is LHS8,

    ##STR00307##

    is RHS12, each R.sup.20 is hydrogen.

    [1138] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00308##

    is RHS9, each R.sup.20 is hydrogen.

    [1139] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00309##

    is RHS10, each R.sup.20 is hydrogen.

    [1140] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00310##

    is RHS11, each R.sup.20 is hydrogen.

    [1141] In some embodiments of one or more formulae herein Ar is LHS9,

    ##STR00311##

    is RHS12, each R.sup.20 is hydrogen.

    [1142] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00312##

    is RHS9, each R.sup.20 is hydrogen.

    [1143] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00313##

    is RHS10, each R.sup.20 is hydrogen.

    [1144] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00314##

    is RHS11, each R.sup.20 is hydrogen.

    [1145] In some embodiments of one or more formulae herein Ar is LHS10,

    ##STR00315##

    is RHS12, each R.sup.20 is hydrogen.

    [1146] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00316##

    is RHS9, each R.sup.20 is hydrogen.

    [1147] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00317##

    is RHS10, each R.sup.20 is hydrogen.

    [1148] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00318##

    is RHS11, each R.sup.20 is hydrogen.

    [1149] In some embodiments of one or more formulae herein Ar is LHS11,

    ##STR00319##

    is RHS12, each R.sup.20 is hydrogen.

    [1150] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00320##

    is RHS9, each R.sup.20 is hydrogen.

    [1151] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00321##

    is RHS10, each R.sup.20 is hydrogen.

    [1152] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00322##

    is RHS11, each R.sup.20 is hydrogen.

    [1153] In some embodiments of one or more formulae herein Ar is LHS12,

    ##STR00323##

    is RHS12, each R.sup.20 is hydrogen.

    [1154] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00324##

    is RHS9, each R.sup.20 is hydrogen.

    [1155] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00325##

    is RHS10, each R.sup.20 is hydrogen.

    [1156] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00326##

    is RHS11, each R.sup.20 is hydrogen.

    [1157] In some embodiments of one or more formulae herein Ar is LHS13,

    ##STR00327##

    is RHS12, each R.sup.20 is hydrogen.

    [1158] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00328##

    is RHS9, each R.sup.20 is hydrogen.

    [1159] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00329##

    is RHS10, each R.sup.20 is hydrogen.

    [1160] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00330##

    is RHS11, each R.sup.20 is hydrogen.

    [1161] In some embodiments of one or more formulae herein Ar is LHS14,

    ##STR00331##

    is RHS12, each R.sup.20 is hydrogen.

    [1162] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00332##

    is RHS9, each R.sup.20 is hydrogen.

    [1163] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00333##

    is RHS10, each R.sup.20 is hydrogen.

    [1164] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00334##

    is RHS11, each R.sup.20 is hydrogen.

    [1165] In some embodiments of one or more formulae herein Ar is LHS17,

    ##STR00335##

    is RHS12, each R.sup.20 is hydrogen.

    [1166] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00336##

    is RHS9, each R.sup.20 is hydrogen.

    [1167] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00337##

    is RHS10, each R.sup.20 is hydrogen.

    [1168] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00338##

    is RHS11, each R.sup.20 is hydrogen.

    [1169] In some embodiments of one or more formulae herein Ar is LHS18,

    ##STR00339##

    is RHS12, each R.sup.20 is hydrogen.

    [1170] In some embodiments of the compound of Formula A,

    [1171] Ar is a heteroaryl group

    ##STR00340##

    or an aryl or heteroaryl group

    ##STR00341##

    [1172] X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41;

    [1173] X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10;

    [1174] X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1;

    [1175] X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42;

    [1176] X.sup.35 is N or CR.sup.35;

    [1177] X.sup.21 is N or CR.sup.21;

    [1178] X.sup.36 is N or CR.sup.36;

    [1179] X.sup.4 is CR.sup.4, N or NR.sup.24;

    [1180] each R.sup.20 is hydrogen ;

    [1181] Y is CR.sup.2;

    [1182] Z is N or CR.sup.8;

    [1183] R.sup.8 is selected from H, CN, Cl, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl;

    [1184] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1185] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1186] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1187] R.sup.24 is absent and R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1188] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [1189] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1190] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1191] wherein ring A is

    ##STR00342##

    [1192] and ring B is

    ##STR00343##

    [1193] wherein

    [1194] each R.sup.6 in each ring is H;

    [1195] each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, halo, C.sub.6-C.sub.10 aryl, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 akyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, and NR.sup.11R.sup.12;

    [1196] and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, C.sub.6-C.sub.10 aryl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, and NR.sup.11R.sup.12;

    [1197] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic ring;

    [1198] each of R.sup.34, R.sup.29, R.sup.35, R.sup.11 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, halo, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, and S(O.sub.2)C.sub.1-C.sub.6 akyl;

    [1199] wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 alkyl, and NR.sup.11R.sup.12,

    [1200] or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.11 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring;

    [1201] each of R.sup.11 and R.sup.12 at each occurrence is hydrogen.

    [1202] In some embodiments of the compound of Formula A or Formula I,

    [1203] Ar is a heteroaryl group

    ##STR00344##

    [1204] X.sup.1 is O, S, N, CR.sup.41 or NR.sup.41;

    [1205] X.sup.10 is O, S, N, CR.sup.10 or NR.sup.10;

    [1206] X.sup.11 is O, S, N, CR.sup.1 or NR.sup.1;

    [1207] X.sup.2 is O, S, N, CR.sup.42 or NR.sup.42;

    [1208] each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, halo, C.sub.6-C.sub.10 aryl, C.sub.3-C.sub.7 cycloalkyl, S(O.sub.2)C.sub.1-C.sub.6 akyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, and NR.sup.11R.sup.12;

    [1209] and each of R.sup.1, R.sup.10, R.sup.41 and R.sup.42 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, C.sub.6-C.sub.10 aryl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl, wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, and NR.sup.11R.sup.12;

    [1210] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic ring.

    [1211] In some embodiments of the compound of Formula A or Formula II,

    [1212] Ar is an aryl or heteroaryl group

    ##STR00345##

    [1213] X.sup.35is N or CR.sup.35;

    [1214] X.sup.21 is N or CR.sup.21;

    [1215] X.sup.36 is N or CR.sup.36;

    [1216] each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 haloalkyl, halo, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered heterocycloalkyl, C.sub.6-C.sub.10 aryl, and S(O.sub.2)C.sub.1-C.sub.6 akyl;

    [1217] wherein the C.sub.1-C.sub.6 alkyl, C.sub.3-C.sub.7 cycloalkyl and 3- to 7-membered heterocycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 alkyl, and NR.sup.11R.sup.12,

    [1218] or two groups selected from R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 that are on adjacent ring carbon atoms taken together with the adjacent ring carbons form a 6-membered aromatic ring.

    [1219] In some embodiments of the compound of Formula A or I,

    [1220] Ar is a heteroaryl group

    ##STR00346##

    wherein

    [1221] X.sup.1 is O, S, N or CH;

    [1222] X.sup.10 is CR.sup.10 or NR.sup.10;

    [1223] X.sup.11 is N, CR.sup.1 or NR.sup.1;

    [1224] X.sup.2 is O, S, N or CH;

    [1225] each of R.sup.1 and R.sup.10 when bonded to carbon is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, S(O.sub.2)C.sub.1-C.sub.6 alkyl and C.sub.3-C.sub.7 cycloalkyl, wherein the C.sub.1-C.sub.6 alkyl and C.sub.3-C.sub.7 cycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, and NR.sup.11R.sup.12;

    [1226] and each of R.sup.1, R.sup.10 when bonded to nitrogen is independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.6-C.sub.10 aryl, and C.sub.3-C.sub.7 cycloalkyl, wherein the C.sub.1-C.sub.6 alkyl and C.sub.3-C.sub.7 cycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxy and C.sub.1-C.sub.6 alkoxy;

    [1227] R.sup.8 is selected from H, CN, Cl, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl;

    [1228] R.sup.2 is hydrogen, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl;

    [1229] R.sup.3 is hydrogen or halo;

    [1230] R.sup.4 is hydrogen, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl;

    [1231] R.sup.5 is hydrogen or halo.

    [1232] In some embodiments, the compound of formula I is a compound of formula Ia

    ##STR00347##

    [1233] wherein

    [1234] X.sup.10 is N or CR.sup.10;

    [1235] and

    [1236] X.sup.2 is O, S, or NR.sup.42.

    [1237] In some embodiments of the compound of formula Ia

    [1238] X.sup.10 is N;

    [1239] and

    [1240] X.sup.2 is O.

    [1241] In some embodiments of the compound of formula Ia

    [1242] X.sup.10 is N;

    [1243] and

    [1244] X.sup.2 is S. In some embodiments of the compound of formula Ia

    [1245] X.sup.10 is CR.sup.10;

    [1246] and

    [1247] X.sup.2 is O.

    [1248] In some embodiments of the compound of formula Ia

    [1249] X.sup.10 is CR.sup.10;

    [1250] and

    [1251] X.sup.2 is S.

    [1252] In some embodiments of the compound of formula Ia

    [1253] X.sup.10 is CH;

    [1254] and

    [1255] X.sup.2 is O.

    [1256] In some embodiments of the compound of formula Ia

    [1257] X.sup.10 is CH;

    [1258] and

    [1259] X.sup.2 is S.

    [1260] In some embodiments, the compound of formula I is a compound of formula Ib

    ##STR00348##

    [1261] wherein

    [1262] X.sup.1 is O, S, or NR.sup.41; and

    [1263] X.sup.2 is N or CR.sup.42.

    [1264] In some embodiments of the compound of formula Ib

    [1265] X.sup.1 is O; and

    [1266] X.sup.2 is N.

    [1267] In some embodiments of the compound of formula Ib

    [1268] X.sup.1 is S; and

    [1269] X.sup.2 is N.

    [1270] In some embodiments of the compound of formula Ib

    [1271] X.sup.1 is O; and

    [1272] X.sup.2 is CR.sup.42.

    [1273] In some embodiments of the compound of formula Ib

    [1274] X.sup.1 is S; and

    [1275] X.sup.2 is CR.sup.42.

    [1276] In some embodiments of the compound of formula Ib

    [1277] X.sup.1 is O; and

    [1278] X.sup.2 is CH.

    [1279] In some embodiments of the compound of formula Ib

    [1280] X.sup.1 is S; and

    [1281] X.sup.2 is CH.

    [1282] In some embodiments of the compound of formula Ib

    [1283] X.sup.1 is S; and

    [1284] X.sup.2 is CCH.sub.3.

    [1285] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [1286] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [1287] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is 2-hydroxy-2-propyl.

    [1288] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is 2-hydroxy-2-propyl.

    [1289] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with hydroxy.

    [1290] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with hydroxy.

    [1291] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is 1-hydroxy-1-cyclopropyl.

    [1292] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is 1-hydroxy-1-cyclopropyl.

    [1293] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [1294] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy.

    [1295] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is 2-hydroxy-2-propyl.

    [1296] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is 2-hydroxy-2-propyl.

    [1297] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with hydroxy.

    [1298] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is C.sub.3-C.sub.7 cycloalkyl optionally substituted with hydroxy.

    [1299] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is 1-hydroxy-1-cyclopropyl.

    [1300] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is 1-hydroxy-1-cyclopropyl.

    [1301] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein each of R.sup.11 and R.sup.12 is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [1302] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is aminomethyl. In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is methylaminomethyl.

    [1303] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is dimethylaminomethyl.

    [1304] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [1305] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1306] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.1 is S(O.sub.2)CH.sub.3.

    [1307] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein each of R.sup.11 and R.sup.12 is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [1308] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is aminomethyl. In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is methylaminomethyl.

    [1309] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is dimethylaminomethyl.

    [1310] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [1311] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1312] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.10 is S(O.sub.2)CH.sub.3.

    [1313] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein each of R.sup.11 and R.sup.12 is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [1314] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is aminomethyl. In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is methylaminomethyl.

    [1315] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is dimethylaminomethyl.

    [1316] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [1317] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1318] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.41 is S(O.sub.2)CH.sub.3.

    [1319] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein each of R.sup.11 and R.sup.12 is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [1320] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is aminomethyl. In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is methylaminomethyl.

    [1321] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is dimethylaminomethyl.

    [1322] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [1323] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1324] In some embodiments of the compound of formula A, I, Ia or Ib, R.sup.42 is S(O.sub.2)CH.sub.3.

    [1325] In some embodiments of the compound of Formula A or II,

    [1326] Ar is an aryl or heteroaryl group

    ##STR00349##

    [1327] X.sup.35 is CR.sup.35;

    [1328] X.sup.21 is N or CR.sup.21; X.sup.36 is CR.sup.36;

    [1329] each of R.sup.34, R.sup.29, R.sup.35, R.sup.21 and R.sup.36 is independently selected from H, C.sub.1-C.sub.6 alkyl, halo, C.sub.3-C.sub.7 cycloalkyl, 3- to 7-membered nonaromatic monocyclic heterocycloalkyl, C.sub.6-C.sub.10 aryl, and S(O.sub.2)C.sub.1-C.sub.6 alkyl;

    [1330] wherein the C.sub.1-C.sub.6 alkyl, 3- to 7-membered nonaromatic monocyclic heterocycloalkyl, and C.sub.3-C.sub.7 cycloalkyl is optionally substituted with one or more substituents each independently selected from hydroxyl, C.sub.1-C.sub.6 alkyl, oxo, NR.sup.11R.sup.12, and 3- to 7-membered heterocycloalkyl,

    [1331] R.sup.8 is selected from H, CN, Cl, F, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, C.sub.1-C.sub.6 haloalkoxy, and C.sub.1-C.sub.6 haloalkyl;

    [1332] R.sup.2 is hydrogen, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl;

    [1333] R.sup.3 is hydrogen or halo;

    [1334] R.sup.4 is hydrogen, C.sub.1-C.sub.6 haloalkyl, C.sub.3-C.sub.7 cycloalkyl or C.sub.1-C.sub.6 alkyl;

    [1335] R.sup.5 is hydrogen or halo.

    [1336] In some embodiments of the compound of formula A or II, R.sup.35 is 2-hydroxy-2-propyl.

    [1337] In some embodiments of the compound of formula A or II, R.sup.21 is 2-hydroxy-2-propyl.

    [1338] In some embodiments of the compound of formula A or II, R.sup.29 is 2-hydroxy-2-propyl.

    [1339] In some embodiments of the compound of formula A or II, R.sup.35 is 1-hydroxy-1-cyclopropyl.

    [1340] In some embodiments of the compound of formula A or II, R.sup.21 is 1-hydroxy-1-cyclopropyl.

    [1341] In some embodiments of the compound of formula A or II, R.sup.29 is 1-hydroxy-1-cyclopropyl.

    [1342] In some embodiments of the compound of formula A or II, R.sup.35 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein each of R.sup.11 and R.sup.12 is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [1343] In some embodiments of the compound of formula A or II, R.sup.35 is aminomethyl. In some embodiments of the compound of formula A or II, R.sup.35 is methylaminomethyl. In some embodiments of the compound of formula A or II, R.sup.35 is dimethylaminomethyl.

    [1344] In some embodiments of the compound of formula A or II, R.sup.35 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [1345] In some embodiments of the compound of formula A or II, R.sup.35 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1346] In some embodiments of the compound of formula A or II, R.sup.35 is S(O.sub.2)CH.sub.3.

    [1347] In some embodiments of the compound of formula A or II, R.sup.21 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein each of R.sup.11 and R.sup.12 is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [1348] In some embodiments of the compound of formula A or II, R.sup.21 is aminomethyl. In some embodiments of the compound of formula A or II, R.sup.21 is methylaminomethyl. In some embodiments of the compound of formula A or II, R.sup.21 is dimethylaminomethyl.

    [1349] In some embodiments of the compound of formula A or II, R.sup.21 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [1350] In some embodiments of the compound of formula A or II, R.sup.21 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1351] In some embodiments of the compound of formula A or II, R.sup.21 is S(O.sub.2)CH.sub.3.

    [1352] In some embodiments of the compound of formula A or II, R.sup.29 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein each of R.sup.11 and R.sup.12 is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [1353] In some embodiments of the compound of formula A or II, R.sup.29 is aminomethyl. In some embodiments of the compound of formula A or II, R.sup.29 is methylaminomethyl. In some embodiments of the compound of formula A or II, R.sup.29 is dimethylaminomethyl.

    [1354] In some embodiments of the compound of formula A or II, R.sup.29 is C.sub.1-C.sub.6 alkyl optionally substituted with NR.sup.11R.sup.12, wherein R.sup.11 and R.sup.12 taken together with the nitrogen they are attached to form a 3- to 7-membered ring optionally containing one or more heteroatoms in addition to the nitrogen they are attached to.

    [1355] In some embodiments of the compound of formula A or II, R.sup.29 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1356] In some embodiments of the compound of formula A or II, R.sup.29 is S(O.sub.2)CH.sub.3.

    [1357] In some embodiments of the compound of formula A or II, R.sup.35 is 5-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1358] In some embodiments of the compound of formula A or II, R.sup.35 is 6-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1359] In some embodiments of the compound of formula A or II, R.sup.35 is 7-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1360] In some embodiments of the compound of formula A or II, R.sup.29 is 5-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1361] In some embodiments of the compound of formula A or II, R.sup.29 is 6-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1362] In some embodiments of the compound of formula A or II, R.sup.29 is 7-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1363] In some embodiments of the compound of formula A or II, R.sup.21 is 5-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1364] In some embodiments of the compound of formula A or II, R.sup.21 is 6-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1365] In some embodiments of the compound of formula A or II, R.sup.21 is 7-membered nonaromatic monocyclic heterocycloalkyl optionally substituted with C.sub.1-C.sub.6 alkyl.

    [1366] In some embodiments of the compound of formula A or II, R.sup.35 is 1,3-dioxolan-2-yl.

    [1367] In some embodiments of the compound of formula A or II, R.sup.21 is 1,3-dioxolan-2-yl.

    [1368] In some embodiments of the compound of formula A or II, R.sup.29 is 1,3-dioxolan-2-yl.

    [1369] In some embodiments of the compound of formula A or II, R.sup.35 is 2-methyl-1,3-dioxolan-2-yl.

    [1370] In some embodiments of the compound of formula A or II, R.sup.21 is 2-methyl-1,3-dioxolan-2-yl.

    [1371] In some embodiments of the compound of formula A or II, R.sup.29 is 2-methyl-1,3-dioxolan-2-yl.

    [1372] In some embodiments of the compound of formula A or II, R.sup.35 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1373] In some embodiments of the compound of formula A or II, R.sup.21 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1374] In some embodiments of the compound of formula A or II, R.sup.29 is S(O.sub.2)C.sub.1-C.sub.6 alkyl.

    [1375] In some embodiments of the compound of formula A or II, R.sup.35 is S(O.sub.2)CH.sub.3.

    [1376] In some embodiments of the compound of formula A or II, R.sup.21 is S(O.sub.2)CH.sub.3.

    [1377] In some embodiments of the compound of formula A or II, R.sup.29 is S(O.sub.2)CH.sub.3.

    [1378] In some embodiments of the compound of formula A or II, R.sup.29 is C.sub.1-C.sub.6 alkyl.

    [1379] In some embodiments of the compound of formula A or II, R.sup.35 is C.sub.1-C.sub.6 alkyl.

    [1380] In some embodiments of the compound of formula A or II, R.sup.21 is C.sub.1-C.sub.6 alkyl.

    [1381] In some embodiments of the compound of formula A or II, R.sup.34 is C.sub.1-C.sub.6 alkyl.

    [1382] In some embodiments of the compound of formula A or II, R.sup.36 is C.sub.1-C.sub.6 alkyl.

    [1383] In some embodiments of the compound of formula A or II, R.sup.29 is CH.sub.3.

    [1384] In some embodiments of the compound of formula A or II, R.sup.35 is CH.sub.3.

    [1385] In some embodiments of the compound of formula A or II, R.sup.21 is CH.sub.3.

    [1386] In some embodiments of the compound of formula A or II, R.sup.34 is CH.sub.3.

    [1387] In some embodiments of the compound of formula A or II, R.sup.36 is CH.sub.3.

    [1388] In some embodiments of the compound of formula A or II, R.sup.29 is halo.

    [1389] In some embodiments of the compound of formula A or II, R.sup.35 is halo.

    [1390] In some embodiments of the compound of formula A or II, R.sup.21 is halo.

    [1391] In some embodiments of the compound of formula A or II, R.sup.34 is halo.

    [1392] In some embodiments of the compound of formula A or II, R.sup.36 is halo.

    [1393] In some embodiments, provided herein is a compound of Formula III

    ##STR00350##

    [1394] or a pharmaceutically acceptable salt thereof, wherein:

    [1395] X.sup.1 is O, S, or NH;

    [1396] X.sup.2 is N or CR.sup.9;

    [1397] X.sup.3 is CH.sub.2;

    [1398] or X.sup.3 and R.sup.2 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1399] or X.sup.3 and R.sup.4 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1400] Z is N or CR.sup.8;

    [1401] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl;

    [1402] R.sup.9 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl;

    [1403] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1404] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1405] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1406] R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1407] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1408] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [1409] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1410] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1411] wherein ring A is

    ##STR00351##

    [1412] and ring B is

    ##STR00352##

    [1413] wherein

    [1414] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1415] n1 is from 2 to 5;

    [1416] m1 is from 1 to 10;

    [1417] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1418] n2 is from 2 to 5;

    [1419] m2 is from 1 to 10;

    [1420] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [1421] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1422] R.sup.1 is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.3-C6 cycloalkyl and C.sub.3-C6 heterocycloalkyl;

    [1423] wherein R.sup.1 is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1424] R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.3-C6 cycloalkyl and C.sub.3-C6 heterocycloalkyl;

    [1425] wherein R.sup.10 is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1426] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1427] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [1428] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18;

    [1429] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [1430] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [1431] each R.sup.10 is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13.

    [1432] In some embodiments, provided herein is a compound of Formula III:

    ##STR00353##

    [1433] or a pharmaceutically acceptable salt thereof, wherein:

    [1434] X.sup.1 is O, S, or NH;

    [1435] X.sup.2 is N or CR.sup.9;

    [1436] X.sup.3 is CH.sub.2;

    [1437] Z is N or CR.sup.8;

    [1438] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1439] R.sup.9 is selected from H and C.sub.1-C.sub.6 alkyl;

    [1440] R.sup.2 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1441] R.sup.3 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1442] R.sup.4 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.2;

    [1443] R.sup.5 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.3;

    [1444] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1445] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a five-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a five-membered ring B,

    [1446] wherein ring A is

    ##STR00354##

    [1447] and ring B is

    ##STR00355##

    [1448] wherein each R.sup.6 in each ring is the same and is H or C.sub.1-C.sub.6 alkyl, and each R.sup.7 in each ring is the same and is H or C.sub.1-C.sub.6 alkyl;

    [1449] R.sup.1 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.1 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo;

    [1450] R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.10 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo;

    [1451] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered, a six-membered, or a seven-membered carbocyclic or heterocyclic ring.

    [1452] In some embodiments, provided herein is a compound of Formula III:

    ##STR00356##

    [1453] or a pharmaceutically acceptable salt thereof, wherein:

    [1454] X.sup.1 is O, S, or NH;

    [1455] X.sup.2 is N or CR.sup.9;

    [1456] X.sup.3 is CH.sub.2;

    [1457] Z is N or CR.sup.8;

    [1458] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1459] R.sup.9 is selected from H and C.sub.1-C.sub.6 alkyl;

    [1460] R.sup.2 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1461] R.sup.3 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1462] R.sup.4 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.2;

    [1463] R.sup.5 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.3;

    [1464] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a five-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a five-membered ring B,

    [1465] wherein ring A is

    ##STR00357##

    [1466] and ring B is

    ##STR00358##

    [1467] wherein each R.sup.6 in each ring is the same and is H or C.sub.1-C.sub.6 alkyl, and each IC in each ring is the same and is H or C.sub.1-C.sub.6 alkyl;

    [1468] R.sup.1 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.1 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo;

    [1469] R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.10 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo;

    [1470] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered, a six-membered, or a seven-membered carbocyclic or heterocyclic ring.

    [1471] In some embodiments, the compound of Formula III is a compound of Formula IIIa

    ##STR00359##

    [1472] or a pharmaceutically acceptable salt thereof, wherein:

    [1473] X.sup.1 is O, S, or NH;

    [1474] X.sup.3 is CH.sub.2;

    [1475] or X.sup.3 and R.sup.2 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1476] or X.sup.3 and R.sup.4 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1477] Z is N or CR.sup.8;

    [1478] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1479] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1480] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1481] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1482] R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1483] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1484] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [1485] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1486] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1487] wherein ring A is

    ##STR00360##

    [1488] and ring B is

    ##STR00361##

    [1489] wherein

    [1490] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1491] n1 is from 2 to 5;

    [1492] m1 is from 1 to 10;

    [1493] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1494] n2 is from 2 to 5;

    [1495] m2 is from 1 to 10;

    [1496] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [1497] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1498] R.sup.1 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.1 is optionally substituted with hydroxy, amino or oxo;

    [1499] R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.10 is optionally substituted with hydroxy, amino or oxo;

    [1500] wherein R.sup.10 is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1501] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1502] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [1503] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl,

    [1504] CO.sub.2R.sup.15 and CONR.sup.17R.sup.18;

    [1505] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [1506] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [1507] each R.sup.16 is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13.

    [1508] In some embodiments, the compound of Formula III is a compound of Formula IIIa

    ##STR00362##

    [1509] or a pharmaceutically acceptable salt thereof,

    [1510] wherein

    [1511] X.sup.1 is O, S, or NH;

    [1512] X.sup.3 is CH.sub.2;

    [1513] or X.sup.3 and R.sup.2 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1514] or X.sup.3 and R.sup.4 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1515] Z is N or CR.sup.8;

    [1516] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1517] R.sup.2 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1518] R.sup.3 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1519] R.sup.4 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.2;

    [1520] R.sup.5 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.3;

    [1521] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1522] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a five-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a five-membered ring B,

    [1523] wherein ring A is

    ##STR00363##

    [1524] and ring B is

    ##STR00364##

    [1525] wherein each R.sup.6 in each ring is the same and is H or C.sub.1-C.sub.6 alkyl, and each It.sup.7 in each ring is the same and is H or C.sub.1-C.sub.6 alkyl;

    [1526] R.sup.1 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.1 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo;

    [1527] R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.10 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo;

    [1528] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered, a six-membered, or a seven-membered carbocyclic or heterocyclic ring.

    [1529] In some embodiments, the compound of Formula IIIa is a compound of Formula IIIa-i:

    ##STR00365##

    [1530] or a pharmaceutically acceptable salt thereof,

    [1531] wherein:

    [1532] X.sup.3 is NH, O or CH.sub.2;

    [1533] Z is N or CR.sup.8;

    [1534] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1535] R.sup.2 is C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1536] R.sup.3 is hydrogen;

    [1537] R.sup.4 is C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1538] R.sup.5 is hydrogen;

    [1539] R.sup.1 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.1 is optionally substituted with hydroxy, amino or oxo;

    [1540] R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.10 is optionally substituted with hydroxy, amino or oxo;

    [1541] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered, a six-membered, or a seven-membered carbocyclic or heterocyclic ring.

    [1542] In some embodiments, the compound of Formula IIIa is a compound of Formula IIIa-i:

    ##STR00366##

    [1543] or a pharmaceutically acceptable salt thereof,

    [1544] wherein:

    [1545] X.sup.3 is NH, O or CH.sub.2;

    [1546] Z is N or CR.sup.8;

    [1547] R.sup.1 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1548] R.sup.3 is C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1549] R.sup.2 is hydrogen;

    [1550] R.sup.5 is C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1551] R.sup.4 is hydrogen;

    [1552] R.sup.1 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.1 is optionally substituted with hydroxy, amino or oxo;

    [1553] R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.10 is optionally substituted with hydroxy, amino or oxo;

    [1554] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered, a six-membered, or a seven-membered carbocyclic or heterocyclic ring.

    [1555] In some embodiments, the compound of Formula IIIa is a compound of Formula IIIa-i:

    ##STR00367##

    [1556] or a pharmaceutically acceptable salt thereof,

    [1557] wherein:

    [1558] X.sup.3 is NH, O or CH.sub.2;

    [1559] Z is N or CR.sup.8;

    [1560] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1561] R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1562] wherein ring A is

    ##STR00368##

    [1563] and ring B is

    ##STR00369##

    [1564] wherein

    [1565] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1566] n1 is from 2 to 5;

    [1567] m1 is from 1 to 10;

    [1568] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1569] n2 is from 2 to 5;

    [1570] m2 is from 1 to 10;

    [1571] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [1572] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1573] R.sup.1 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.1 is optionally substituted with hydroxy, amino or oxo;

    [1574] R.sup.10 is selected from H, C.sub.1-C.sub.6 alkyl and C.sub.3-C6 cycloalkyl, wherein R.sup.10 is optionally substituted with hydroxy, amino or oxo;

    [1575] or R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered, a six-membered, or a seven-membered carbocyclic or heterocyclic ring.

    [1576] In some embodiments, the compound of Formula III is a compound of Formula IIIa-ii

    ##STR00370##

    [1577] or a pharmaceutically acceptable salt thereof.

    [1578] In some embodiments, the compound of Formula III is a compound of Formula IIIa-iii

    ##STR00371##

    [1579] or a pharmaceutically acceptable salt thereof.

    [1580] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIb, R.sup.1 is C.sub.1-C.sub.6 alkyl or C.sub.3-C6 cycloalkyl, wherein R.sup.1 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIb, R.sup.1 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more hydroxy. In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIb, R.sup.1 is C.sub.1-C.sub.6 alkyl substituted with hydroxy. In some embodiments, the hydroxy is at the carbon of R.sup.1 directly bonded to the five-membered heteroaryl ring in Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIb. In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIb, R.sup.1 is 2-hydroxy-2-propyl.

    [1581] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIc, R.sup.10 is C.sub.1-C.sub.6 alkyl or C.sub.3-C6 cycloalkyl, wherein R.sup.10 is optionally substituted with one or more substituents each independently selected from hydroxy, amino and oxo. In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIc, R.sup.10 is C.sub.1-C.sub.6 alkyl optionally substituted with one or more hydroxy. In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIc, R.sup.10 is C.sub.1-C.sub.6 alkyl substituted with hydroxy. In some embodiments, the hydroxy is at the carbon of R.sup.10 directly bonded to the five-membered heteroaryl ring in Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIc. In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, IIIa-iii, and IIIc, R.sup.10 is 2-hydroxy-2-propyl.

    [1582] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a 3-to-8-membered carbocyclic or heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, wherein the ring is optionally substituted with one or more substituents each independently selected from hydroxy, oxo, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1583] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered carbocyclic ring.

    [1584] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a six-membered carbocyclic ring. In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S. In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, R.sup.1 and R.sup.10 taken together with the atoms connecting them form a five-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S.

    [1585] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, ring A is a carbocyclic ring and n1 is 3.

    [1586] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, ring A is a carbocyclic ring and n1 is 4.

    [1587] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, ring A is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S and n1 is 3.

    [1588] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, ring A is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S and n1 is 4.

    [1589] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, ring B is a carbocyclic ring and n2 is 3.

    [1590] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, ring B is a carbocyclic ring and n2 is 4.

    [1591] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, ring B is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S and n2 is 3.

    [1592] In some embodiments of the compound of Formulae IIIa, IIIa-i, IIIa-ii, and IIIa-iii, ring B is a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S and n2 is 4.

    [1593] In some embodiments, the compound of Formula III is a compound of Formula IIIb

    ##STR00372##

    [1594] or a pharmaceutically acceptable salt thereof.

    [1595] In some embodiments, the compound of Formula III is a compound of Formula IIIc

    ##STR00373##

    [1596] or a pharmaceutically acceptable salt thereof.

    [1597] In some embodiments, provided herein is a compound of Formula IV

    ##STR00374##

    [1598] or a pharmaceutically acceptable salt thereof, wherein:

    [1599] X.sup.3 is CH.sub.2;

    [1600] or X.sup.3 and R.sup.2 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1601] or X.sup.3 and R.sup.4 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1602] Z is N or CR.sup.8;

    [1603] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl;

    [1604] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1605] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1606] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1607] R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1608] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1609] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [1610] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1611] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1612] wherein ring A is

    ##STR00375##

    [1613] and ring B is

    ##STR00376##

    [1614] wherein

    [1615] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1616] n1 is from 2 to 5;

    [1617] m1 is from 1 to 10;

    [1618] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1619] n2 is from 2 to 5;

    [1620] m2 is from 1 to 10;

    [1621] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [1622] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1623] R.sup.31 is selected from H, CN, Cl, or F;

    [1624] R.sup.14 is selected from H, CN, Cl, or F;

    [1625] R.sup.19 is selected from C.sub.1-C.sub.6 alkyl, C(R.sup.20).sub.2OH, C(R.sup.20).sub.2NR.sup.11R.sup.12; C.sub.3-C.sub.6 cycloalkyl and C.sub.3-C6 heterocycloalkyl;

    [1626] wherein, when R.sup.19 is C.sub.1-C.sub.6 alkyl, C.sub.3-C6 cycloalkyl or C.sub.3-C6 heterocycloalkyl, R.sup.19 is optionally substituted with one or more substituents each independently selected from NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1627] each R.sup.20 is the same and is H or C.sub.1-C.sub.6 alkyl;

    [1628] or two R.sup.20 taken together with the carbon connecting them form a three- to -eight-membered heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S, or a three-membered, six-membered, seven-membered, or eight-membered carbocyclic ring, wherein the heterocyclic ring or carbocyclic ring is optionally substituted with one or more substituents each independently selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12; oxo, and NR.sup.13;

    [1629] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [1630] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18;

    [1631] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [1632] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [1633] each R.sup.16 is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13.

    [1634] In some embodiments, provided herein is a compound of Formula IV

    ##STR00377##

    [1635] or a pharmaceutically acceptable salt thereof, wherein:

    [1636] X.sup.3 is CH.sub.2;

    [1637] or X.sup.3 and R.sup.2 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16;

    [1638] Z is N or CR.sup.8;

    [1639] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl;

    [1640] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1641] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1642] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1643] R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1644] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1645] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [1646] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1647] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1648] wherein ring A is

    ##STR00378##

    [1649] and ring B is

    ##STR00379##

    [1650] wherein

    [1651] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1652] n1 is from 2 to 5;

    [1653] m1 is from 1 to 10;

    [1654] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1655] n2 is from 2 to 5;

    [1656] m2 is from 1 to 10;

    [1657] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13;

    [1658] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1659] R.sup.31 is selected from H, CN, Cl, or F;

    [1660] R.sup.14 is selected from H, CN, Cl, or F;

    [1661] R.sup.19 is selected from C.sub.1-C.sub.6 alkyl, C(R.sup.20).sub.2OH, C(R.sup.20).sub.2NR.sup.11R.sup.12, C.sub.3-C.sub.6 cycloalkyl and C.sub.3-C6 heterocycloalkyl;

    [1662] wherein, when R.sup.19 is C.sub.1-C.sub.6 alkyl, C.sub.3-C6 cycloalkyl or C.sub.3-C6 heterocycloalkyl, R.sup.19 is optionally substituted with one or more substituents each independently selected from NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1663] each R.sup.20 is the same and is H or C.sub.1-C.sub.6 alkyl;

    [1664] R.sup.13 is C.sub.1-C.sub.6 alkyl;

    [1665] each of R.sup.11 and R.sup.12 at each occurrence is independently selected from hydrogen, C.sub.1-C.sub.6 alkyl, CO.sub.2R.sup.15 and CONR.sup.17R.sup.18;

    [1666] R.sup.15 is C.sub.1-C.sub.6 alkyl;

    [1667] each of R.sup.17 and R.sup.18 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl;

    [1668] each R.sup.16 is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12, oxo, and NR.sup.13.

    [1669] In some embodiments, provided herein is a compound of Formula IV

    ##STR00380##

    [1670] or a pharmaceutically acceptable salt thereof, wherein:

    [1671] X.sup.3 is CH.sub.2;

    [1672] Z is N or CR.sup.8;

    [1673] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl, CO.sub.2C.sub.3-C.sub.8 cycloalkyl, CONR.sup.11R.sup.12, C.sub.1-C.sub.6 alkyl, and C.sub.1-C.sub.6 haloalkyl;

    [1674] R.sup.2 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1675] R.sup.3 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1676] R.sup.4 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1677] R.sup.5 is hydrogen, C.sub.1-C.sub.6 alkoxy, halo, C.sub.1-C.sub.6 haloalkyl, or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1678] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1679] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A,

    [1680] or R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1681] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a four-membered to seven-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a four-membered to seven-membered ring B,

    [1682] wherein ring A is

    ##STR00381##

    [1683] and ring B is

    ##STR00382##

    [1684] wherein

    [1685] ring A is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1686] n1 is from 2 to 5;

    [1687] m1 is from 1 to 10;

    [1688] wherein ring B is a carbocyclic ring or a heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1689] n2 is from 2 to 5;

    [1690] m2 is from 1 to 10;

    [1691] wherein each R.sup.6 in each ring is the same or different and is selected from H, C.sub.1-C.sub.6 alkyl, C.sub.1-C.sub.6 alkoxy, NR.sup.11R.sup.12; oxo, and NR.sup.13;

    [1692] or two R.sup.6 taken together with the atom or atoms connecting them form a 3-to-8-membered carbocyclic or saturated heterocyclic ring containing 1 or 2 heteroatoms independently selected from O, N, and S;

    [1693] R.sup.31 is selected from H, CN, Cl, or F;

    [1694] R.sup.14 is selected from H, CN, Cl, or F;

    [1695] R.sup.19 is selected from C.sub.1-C.sub.6 alkyl, C(R.sup.20).sub.2OH, C(R.sup.20).sub.2NR.sup.11R.sup.12; C.sub.3-C.sub.6 cycloalkyl and C.sub.3-C6 heterocycloalkyl;

    [1696] wherein, when R.sup.19 is C.sub.1-C.sub.6 alkyl, C.sub.3-C6 cycloalkyl or C.sub.3-C6 heterocycloalkyl, R.sup.19 is optionally substituted with one or more substituents each independently selected from NR.sup.13, COOC.sub.1-C.sub.6 alkyl, and CONR.sup.11R.sup.12;

    [1697] each R.sup.20 is the same and is H or C.sub.1-C.sub.6 alkyl;

    [1698] each of R.sup.11, R.sup.12 and R.sup.13 at each occurrence is independently selected from hydrogen and C.sub.1-C.sub.6 alkyl.

    [1699] In some embodiments, provided herein is a compound of Formula IVa

    ##STR00383##

    [1700] or a pharmaceutically acceptable salt thereof, wherein:

    [1701] X.sup.3 is CH.sub.2;

    [1702] Z is N or CR.sup.8;

    [1703] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1704] R.sup.2 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1705] R.sup.3 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1706] R.sup.4 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.2;

    [1707] R.sup.5 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.3;

    [1708] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1709] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a five-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a five-membered ring B,

    [1710] wherein ring A is

    ##STR00384##

    [1711] and ring B is

    ##STR00385##

    [1712] wherein each R.sup.6 in each ring is the same and is H or C.sub.1-C.sub.6 alkyl, and each R.sup.7 each ring is the same and is H or C.sub.1-C.sub.6 alkyl;

    [1713] R.sup.31 is selected from H, CN, Cl, or F;

    [1714] R.sup.14 is selected from H, CN, Cl, or F;

    [1715] each R.sup.20 is the same and is selected from H and C.sub.1-C.sub.6 alkyl.

    [1716] In some embodiments, provided herein is a compound of Formula IVa

    ##STR00386##

    [1717] or a pharmaceutically acceptable salt thereof, wherein:

    [1718] X.sup.3 is CH.sub.2;

    [1719] Z is N or CR.sup.8;

    [1720] R.sup.8 is selected from H, CN, Cl, F, CO.sub.2C.sub.1-C.sub.6 alkyl and CONH.sub.2;

    [1721] R.sup.2 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1722] R.sup.3 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy;

    [1723] R.sup.4 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.2;

    [1724] R.sup.5 is hydrogen or C.sub.1-C.sub.6 alkyl optionally substituted with hydroxy and is the same as R.sup.3;

    [1725] provided that at least one of R.sup.2, R.sup.3, R.sup.4 and R.sup.5 is not hydrogen, and that R.sup.2 and R.sup.4 are not both hydroxymethyl;

    [1726] or R.sup.2 and R.sup.3 taken together with the carbons connecting them form a five-membered ring A and R.sup.4 and R.sup.5 taken together with the carbons connecting them form a five-membered ring B,

    [1727] wherein ring A is

    ##STR00387##

    [1728] and ring B is

    ##STR00388##

    [1729] wherein each R.sup.6 in each ring is the same and is H or C.sub.1-C.sub.6 alkyl, and each R.sup.7 each ring is the same and is H or C.sub.1-C.sub.6 alkyl;

    [1730] R.sup.1 is selected from H, CN, Cl, or F;

    [1731] R.sup.14 is selected from H, CN, Cl, or F;

    [1732] each R.sup.20 is the same and is selected from H and C.sub.1-C.sub.6 alkyl.

    [1733] The Group X.sup.3

    [1734] In some embodiments of one or more formulae herein, X.sup.3 is CH.sub.2.

    [1735] In some embodiments, X.sup.3 and R.sup.2 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16.

    [1736] In some embodiments, X.sup.3 and R.sup.4 taken together with the atoms connecting them form a four-to-seven-membered carbocyclic ring optionally substituted with one or more R.sup.16.

    [1737] In some embodiments, X.sup.3 and R.sup.2 taken together with the atoms connecting them form a four-to-seven-membered ring C of the formula

    ##STR00389##

    [1738] Ring C

    [1739] wherein q1 is 0, 1, 2 or 3; A1 is CH; A2 is CH.sub.2; and ring C is optionally substituted with 1 to 8 R.sup.16.

    [1740] In some embodiments of ring C, Al is CH and the CH has (R) stereochemistry.

    [1741] In some embodiments of ring C, Al is CH and the CH has (S) stereochemistry.

    [1742] In some embodiments of ring C, R.sup.16 is H.

    [1743] The Group R.sup.16

    [1744] In some embodiments of one or more formulae herein, R.sup.16 is hydrogen.

    [1745] In some embodiments of one or more formulae herein, R.sup.16 is C.sub.1-C.sub.6 alkyl.

    [1746] In some embodiments of one or more formulae herein, R.sup.16 is C.sub.1-C.sub.6 alkoxy.

    [1747] In some embodiments of one or more formulae herein, R.sup.16 is NR.sup.11R.sup.12.

    [1748] In some embodiments of one or more formulae herein, R.sup.16 is oxo.

    [1749] In some embodiments of one or more formulae herein, R.sup.16 is C.sub.1NR.sup.13.

    [1750] Unless otherwise indicated, when a disclosed compound is named or depicted by a structure without specifying the stereochemistry and has one or more chiral centers, it is understood to represent all possible stereoisomers of the compound.

    [1751] It is understood that the combination of variables in the formulae herein is such that the compounds are stable.

    [1752] In some embodiments, provided herein is a compound selected from the group consisting of the compounds below:

    ##STR00390## ##STR00391## ##STR00392## ##STR00393##

    [1753] and pharmaceutically acceptable salts thereof.

    [1754] In some embodiments, provided herein is a compound selected from the group consisting of the compounds below:

    TABLE-US-00001 Com- pound Structure 127 [00394]embedded image 128 [00395]embedded image 129 [00396]embedded image 130 [00397]embedded image 131 [00398]embedded image 132 [00399]embedded image 133 [00400]embedded image 134 [00401]embedded image 135 [00402]embedded image 136 [00403]embedded image 137 [00404]embedded image 138 [00405]embedded image 139 [00406]embedded image 140 [00407]embedded image 141 [00408]embedded image 142 [00409]embedded image 143 [00410]embedded image 144 [00411]embedded image 145 [00412]embedded image 146 [00413]embedded image 147 [00414]embedded image 148 [00415]embedded image 149 [00416]embedded image 150 [00417]embedded image 151 [00418]embedded image 152 [00419]embedded image 153 [00420]embedded image 154 [00421]embedded image 155 [00422]embedded image 156 [00423]embedded image 157 [00424]embedded image 158 [00425]embedded image 159 [00426]embedded image 160 [00427]embedded image 161 [00428]embedded image 162 [00429]embedded image 163 [00430]embedded image 164 [00431]embedded image 165 [00432]embedded image 166 [00433]embedded image 167 [00434]embedded image 168 [00435]embedded image 169 [00436]embedded image 170 [00437]embedded image 171 [00438]embedded image 172 [00439]embedded image 173 [00440]embedded image 174 [00441]embedded image 175 [00442]embedded image 176 [00443]embedded image 177 [00444]embedded image 178 [00445]embedded image 179 [00446]embedded image 180 [00447]embedded image 181 [00448]embedded image 182 [00449]embedded image 183 [00450]embedded image 184 [00451]embedded image 185 [00452]embedded image 186 [00453]embedded image 187 [00454]embedded image 188 [00455]embedded image 189 [00456]embedded image 190 [00457]embedded image 191 [00458]embedded image 192 [00459]embedded image 193 [00460]embedded image 194 [00461]embedded image 195 [00462]embedded image 196 [00463]embedded image 197 [00464]embedded image 198 [00465]embedded image 199 [00466]embedded image 200 [00467]embedded image 201 [00468]embedded image 202 [00469]embedded image 203 [00470]embedded image 204 [00471]embedded image 205 [00472]embedded image 206 [00473]embedded image 207 [00474]embedded image 208 [00475]embedded image 209 [00476]embedded image 210 [00477]embedded image 211 [00478]embedded image 212 [00479]embedded image 213 [00480]embedded image 214 [00481]embedded image 215 [00482]embedded image

    [1755] and pharmaceutically acceptable salts thereof.

    [1756] In some embodiments, provided herein is a compound that is not a compound selected from compounds 101 to 126.

    [1757] In some embodiments, provided herein is a compound that is not a compound selected from compounds 127 to 215.

    [1758] Pharmaceutical Compositions and Administration

    [1759] General

    [1760] In some embodiments, a chemical entity (e.g., a compound that modulates (e.g., antagonizes) NLRP1 or NLRP3 or both NLRP1 and NLRP3, or a pharmaceutically acceptable salt, and/or hydrate, and/or cocrystal, and/or drug combination thereof) is administered as a pharmaceutical composition that includes the chemical entity and one or more pharmaceutically acceptable excipients, and optionally one or more additional therapeutic agents as described herein.

    [1761] In some embodiments, the chemical entities can be administered in combination with one or more conventional pharmaceutical excipients. Pharmaceutically acceptable excipients include, but are not limited to, ion exchangers, alumina, aluminum stearate, lecithin, self-emulsifying drug delivery systems (SEDDS) such as d--tocopherol polyethylene glycol 1000 succinate, surfactants used in pharmaceutical dosage forms such as Tweens, poloxamers or other similar polymeric delivery matrices, serum proteins, such as human serum albumin, buffer substances such as phosphates, tris, glycine, sorbic acid, potassium sorbate, partial glyceride mixtures of saturated vegetable fatty acids, water, salts or electrolytes, such as protamine sulfate, disodium hydrogen phosphate, potassium hydrogen phosphate, sodium-chloride, zinc salts, colloidal silica, magnesium trisilicate, polyvinyl pyrrolidone, cellulose-based substances, polyethylene glycol, sodium carboxymethyl cellulose, polyacrylates, waxes, polyethylene-polyoxypropylene-block polymers, and wool fat. Cyclodextrins such as -, , and -cyclodextrin, or chemically modified derivatives such as hydroxyalkylcyclodextrins, including 2- and 3-hydroxypropyl--cyclodextrins, or other solubilized derivatives can also be used to enhance delivery of compounds described herein. Dosage forms or compositions containing a chemical entity as described herein in the range of 0.005% to 100% with the balance made up from non-toxic excipient may be prepared. The contemplated compositions may contain 0.001%-100% of a chemical entity provided herein, in one embodiment 0.1-95%, in another embodiment 75-85%, in a further embodiment 20-80%. Actual methods of preparing such dosage forms are known, or will be apparent, to those skilled in this art; for example, see Remington: The Science and Practice of Pharmacy, 22.sup.nd Edition (Pharmaceutical Press, London, UK. 2012).

    [1762] Routes of Administration and Composition Components

    [1763] In some embodiments, the chemical entities described herein or a pharmaceutical composition thereof can be administered to subject in need thereof by any accepted route of administration. Acceptable routes of administration include, but are not limited to, buccal, cutaneous, endocervical, endosinusial, endotracheal, enteral, epidural, interstitial, intra-abdominal, intra-arterial, intrabronchial, intrabursal, intracerebral, intracisternal, intracoronary, intradermal, intraductal, intraduodenal, intradural, intraepidermal, intraesophageal, intragastric, intragingival, intraileal, intralymphatic, intramedullary, intrameningeal, intramuscular, intraovarian, intraperitoneal, intraprostatic, intrapulmonary, intrasinal, intraspinal, intrasynovial, intratesticular, intrathecal, intratubular, intratumoral, intrauterine, intravascular, intravenous, nasal, nasogastric, oral, parenteral, percutaneous, peridural, rectal, respiratory (inhalation), subcutaneous, sublingual, submucosal, topical, transdermal, transmucosal, transtracheal, ureteral, urethral and vaginal. In certain embodiments, a preferred route of administration is parenteral (e.g., intratumoral).

    [1764] Compositions can be formulated for parenteral administration, e.g., formulated for injection via the intravenous, intramuscular, sub-cutaneous, or even intraperitoneal routes. Typically, such compositions can be prepared as injectables, either as liquid solutions or suspensions; solid forms suitable for use to prepare solutions or suspensions upon the addition of a liquid prior to injection can also be prepared; and the preparations can also be emulsified. The preparation of such formulations will be known to those of skill in the art in light of the present disclosure.

    [1765] The pharmaceutical forms suitable for injectable use include sterile aqueous solutions or dispersions; formulations including sesame oil, peanut oil, or aqueous propylene glycol; and sterile powders for the extemporaneous preparation of sterile injectable solutions or dispersions. In all cases the form must be sterile and must be fluid to the extent that it may be easily injected. It also should be stable under the conditions of manufacture and storage and must be preserved against the contaminating action of microorganisms, such as bacteria and fungi.

    [1766] The carrier also 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), suitable mixtures thereof, and vegetable oils. 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. The prevention of the action of microorganisms can be brought about by various antibacterial and antifungal agents, for example, parabens, chlorobutanol, phenol, sorbic acid, thimerosal, and the like. In many cases, it will be preferable to include isotonic agents, for example, sugars or sodium chloride. Prolonged absorption of the injectable compositions can be brought about by the use in the compositions of agents delaying absorption, for example, aluminum monostearate and gelatin.

    [1767] Sterile injectable solutions are prepared by incorporating the active compounds in the required amount in the appropriate solvent with various of the other ingredients enumerated above, as required, followed by filtered sterilization. Generally, dispersions are prepared by incorporating the various sterilized active ingredients into a sterile vehicle which contains the 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, the preferred methods of preparation are vacuum-drying and freeze-drying techniques, which yield a powder of the active ingredient, plus any additional desired ingredient from a previously sterile-filtered solution thereof.

    [1768] Intratumoral injections are discussed, e.g., in Lammers, et al., Effect of Intratumoral Injection on the Biodistribution and the Therapeutic Potential of HPMA Copolymer-Based Drug Delivery Systems Neoplasia. 2006, 10, 788-795.

    [1769] Pharmacologically acceptable excipients usable in the rectal composition as a gel, cream, enema, or rectal suppository, include, without limitation, any one or more of cocoa butter glycerides, synthetic polymers such as polyvinylpyrrolidone, PEG (like PEG ointments), glycerine, glycerinated gelatin, hydrogenated vegetable oils, poloxamers, mixtures of polyethylene glycols of various molecular weights and fatty acid esters of polyethylene glycol Vaseline, anhydrous lanolin, shark liver oil, sodium saccharinate, menthol, sweet almond oil, sorbitol, sodium benzoate, anoxid SBN, vanilla essential oil, aerosol, parabens in phenoxyethanol, sodium methyl p-oxybenzoate, sodium propyl p-oxybenzoate, diethylamine, carbomers, carbopol, methyloxybenzoate, macrogol cetostearyl ether, cocoyl caprylocaprate, isopropyl alcohol, propylene glycol, liquid paraffin, xanthan gum, carboxy-metabisulfite, sodium edetate, sodium benzoate, potassium metabisulfite, grapefruit seed extract, methyl sulfonyl methane (MSM), lactic acid, glycine, vitamins, such as vitamin A and E and potassium acetate.

    [1770] In certain embodiments, suppositories can be prepared by mixing the chemical entities described herein with suitable non-irritating excipients or carriers such as cocoa butter, polyethylene glycol or a suppository wax which are solid at ambient temperature but liquid at body temperature and therefore melt in the rectum and release the active compound. In other embodiments, compositions for rectal administration are in the form of an enema.

    [1771] In other embodiments, the compounds described herein or a pharmaceutical composition thereof are suitable for local delivery to the digestive or GI tract by way of oral administration (e.g., solid or liquid dosage forms.).

    [1772] Solid dosage forms for oral administration include capsules, tablets, pills, powders, and granules. In such solid dosage forms, the chemical entity is mixed with one or more pharmaceutically acceptable excipients, such as sodium citrate or dicalcium phosphate and/or: a) fillers or extenders such as starches, lactose, sucrose, glucose, mannitol, and silicic acid, b) binders such as, for example, carboxymethylcellulose, alginates, gelatin, polyvinylpyrrolidinone, sucrose, and acacia, c) humectants such as glycerol, d) disintegrating agents such as agar-agar, calcium carbonate, potato or tapioca starch, alginic acid, certain silicates, and sodium carbonate, e) solution retarding agents such as paraffin, f) absorption accelerators such as quaternary ammonium compounds, g) wetting agents such as, for example, cetyl alcohol and glycerol monostearate, h) absorbents such as kaolin and bentonite clay, and i) lubricants such as talc, calcium stearate, magnesium stearate, solid polyethylene glycols, sodium lauryl sulfate, and mixtures thereof. In the case of capsules, tablets and pills, the dosage form may also comprise buffering agents. Solid compositions of a similar type may also be employed as fillers in soft and hard-filled gelatin capsules using such excipients as lactose or milk sugar as well as high molecular weight polyethylene glycols and the like.

    [1773] In one embodiment, the compositions will take the form of a unit dosage form such as a pill or tablet and thus the composition may contain, along with a chemical entity provided herein, a diluent such as lactose, sucrose, dicalcium phosphate, or the like; a lubricant such as magnesium stearate or the like; and a binder such as starch, gum acacia, polyvinylpyrrolidine, gelatin, cellulose, cellulose derivatives or the like. In another solid dosage form, a powder, marume, solution or suspension (e.g., in propylene carbonate, vegetable oils, PEG's, poloxamer 124 or triglycerides) is encapsulated in a capsule (gelatin or cellulose base capsule). Unit dosage forms in which one or more chemical entities provided herein or additional active agents are physically separated are also contemplated; e.g., capsules with granules (or tablets in a capsule) of each drug; two-layer tablets; two-compartment gel caps, etc. Enteric coated or delayed release oral dosage forms are also contemplated.

    [1774] Other physiologically acceptable compounds include wetting agents, emulsifying agents, dispersing agents or preservatives that are particularly useful for preventing the growth or action of microorganisms. Various preservatives are well known and include, for example, phenol and ascorbic acid.

    [1775] In certain embodiments the excipients are sterile and generally free of undesirable matter. These compositions can be sterilized by conventional, well-known sterilization techniques. For various oral dosage form excipients such as tablets and capsules sterility is not required. The USP/NF standard is usually sufficient.

    [1776] In certain embodiments, solid oral dosage forms can further include one or more components that chemically and/or structurally predispose the composition for delivery of the chemical entity to the stomach or the lower GI; e.g., the ascending colon and/or transverse colon and/or distal colon and/or small bowel. Exemplary formulation techniques are described in, e.g., Filipski, K. J., et al., Current Topics in Medicinal Chemistry, 2013, 13, 776-802, which is incorporated herein by reference in its entirety.

    [1777] Examples include upper-GI targeting techniques, e.g., Accordion Pill (Intec Pharma), floating capsules, and materials capable of adhering to mucosal walls.

    [1778] Other examples include lower-GI targeting techniques. For targeting various regions in the intestinal tract, several enteric/pH-responsive coatings and excipients are available. These materials are typically polymers that are designed to dissolve or erode at specific pH ranges, selected based upon the GI region of desired drug release. These materials also function to protect acid labile drugs from gastric fluid or limit exposure in cases where the active ingredient may be irritating to the upper GI (e.g., hydroxypropyl methylcellulose phthalate series, Coateric (polyvinyl acetate phthalate), cellulose acetate phthalate, hydroxypropyl methylcellulose acetate succinate, Eudragit series (methacrylic acid-methyl methacrylate copolymers), and Marcoat). Other techniques include dosage forms that respond to local flora in the GI tract, Pressure-controlled colon delivery capsule, and Pulsincap.

    [1779] Ocular compositions can include, without limitation, one or more of any of the following: viscogens (e.g., Carboxymethylcellulose, Glycerin, Polyvinylpyrrolidone, Polyethylene glycol); Stabilizers (e.g., Pluronic (triblock copolymers), Cyclodextrins); Preservatives (e.g., Benzalkonium chloride, ETDA, SofZia (boric acid, propylene glycol, sorbitol, and zinc chloride; Alcon Laboratories, Inc.), Purite (stabilized oxychloro complex; Allergan, Inc.)).

    [1780] Topical compositions can include ointments and creams. Ointments are semisolid preparations that are typically based on petrolatum or other petroleum derivatives. Creams containing the selected active agent are typically viscous liquid or semisolid emulsions, often either oil-in-water or water-in-oil. Cream bases are typically water-washable, and contain an oil phase, an emulsifier and an aqueous phase. The oil phase, also sometimes called the internal phase, is generally comprised of petrolatum and a fatty alcohol such as cetyl or stearyl alcohol; the aqueous phase usually, although not necessarily, exceeds the oil phase in volume, and generally contains a humectant. The emulsifier in a cream formulation is generally a nonionic, anionic, cationic or amphoteric surfactant. As with other carriers or vehicles, an ointment base should be inert, stable, nonirritating and non-sensitizing.

    [1781] In any of the foregoing embodiments, pharmaceutical compositions described herein can include one or more one or more of the following: lipids, interbilayer crosslinked multilamellar vesicles, biodegradeable poly(D,L-lactic-co-glycolic acid) [PLGA]-based or poly anhydride-based nanoparticles or microparticles, and nanoporous particle-supported lipid bilayers.

    [1782] Dosages

    [1783] The dosages may be varied depending on the requirement of the patient, the severity of the condition being treating and the particular compound being employed. Determination of the proper dosage for a particular situation can be determined by one skilled in the medical arts. The total daily dosage may be divided and administered in portions throughout the day or by means providing continuous delivery.

    [1784] In some embodiments, the compounds described herein are administered at a dosage of from about 0.001 mg/Kg to about 500 mg/Kg (e.g., from about 0.001 mg/Kg to about 200 mg/Kg; from about 0.01 mg/Kg to about 200 mg/Kg; from about 0.01 mg/Kg to about 150 mg/Kg; from about 0.01 mg/Kg to about 100 mg/Kg; from about 0.01 mg/Kg to about 50 mg/Kg; from about 0.01 mg/Kg to about 10 mg/Kg; from about 0.01 mg/Kg to about 5 mg/Kg; from about 0.01 mg/Kg to about 1 mg/Kg; from about 0.01 mg/Kg to about 0.5 mg/Kg; from about 0.01 mg/Kg to about 0.1 mg/Kg; from about 0.1 mg/Kg to about 200 mg/Kg; from about 0.1 mg/Kg to about 150 mg/Kg; from about 0.1 mg/Kg to about 100 mg/Kg; from about 0.1 mg/Kg to about 50 mg/Kg; from about 0.1 mg/Kg to about 10 mg/Kg; from about 0.1 mg/Kg to about 5 mg/Kg; from about 0.1 mg/Kg to about 1 mg/Kg; from about 0.1 mg/Kg to about 0.5 mg/Kg).

    [1785] Regimens

    [1786] The foregoing dosages can be administered on a daily basis (e.g., as a single dose or as two or more divided doses) or non-daily basis (e.g., every other day, every two days, every three days, once weekly, twice weeks, once every two weeks, once a month).

    [1787] In some embodiments, the period of administration of a compound described herein is for 1 day, 2 days, 3 days, 4 days, 5 days, 6 days, 7 days, 8 days, 9 days, 10 days, 1 1 days, 12 days, 13 days, 14 days, 3 weeks, 4 weeks, 5 weeks, 6 weeks, 7 weeks, 8 weeks, 9 weeks, 10 weeks, 11 weeks, 12 weeks, 4 months, 5 months, 6 months, 7 months, 8 months, 9 months, 10 months, 11 months, 12 months, or more. In a further embodiment, a period of during which administration is stopped is for 1 day, 2 days, 3 days, 4 days, 5 days, 6 days, 7 days, 8 days, 9 days, 10 days, 11 days, 12 days, 13 days, 14 days, 3 weeks, 4 weeks, 5 weeks, 6 weeks, 7 weeks, 8 weeks, 9 weeks, 10 weeks, 11 weeks, 12 weeks, 4 months, 5 months, 6 months, 7 months, 8 months, 9 months, 10 months, 11 months, 12 months, or more. In an embodiment, a therapeutic compound is administered to an individual for a period of time followed by a separate period of time. In another embodiment, a therapeutic compound is administered for a first period and a second period following the first period, with administration stopped during the second period, followed by a third period where administration of the therapeutic compound is started and then a fourth period following the third period where administration is stopped. In an aspect of this embodiment, the period of administration of a therapeutic compound followed by a period where administration is stopped is repeated for a determined or undetermined period of time. In a further embodiment, a period of administration is for 1 day, 2 days, 3 days, 4 days, 5 days, 6 days, 7 days, 8 days, 9 days, 10 days, 11 days, 12 days, 13 days, 14 days, 3 weeks, 4 weeks, 5 weeks, 6 weeks, 7 weeks, 8 weeks, 9 weeks, 10 weeks, 11 weeks, 12 weeks, 4 months, 5 months, 6 months, 7 months, 8 months, 9 months, 10 months, 11 months, 12 months, or more. In a further embodiment, a period of during which administration is stopped is for 1 day, 2 days, 3 days, 4 days, 5 days, 6 days, 7 days, 8 days, 9 days, 10 days, 11 days, 12 days, 13 days, 14 days, 3 weeks, 4 weeks, 5 weeks, 6 weeks, 7 weeks, 8 weeks, 9 weeks, 10 weeks, 11 weeks, 12 weeks, 4 months, 5 months, 6 months, 7 months, 8 months, 9 months, 10 months, 11 months, 12 months, or more.

    [1788] Methods of Treatment

    [1789] In some embodiments, methods for treating a subject having condition, disease or disorder in which a decrease or increase in NLRP1 or NLRP3 or both NLRP1 and NLRP3 activity (e.g., an increase, e.g., NLRP1/3 signaling) contributes to the pathology and/or symptoms and/or progression of the condition, disease or disorder are provided, comprising administering to a subject an effective amount of a chemical entity described herein (e.g., a compound described generically or specifically herein or a pharmaceutically acceptable salt thereof or compositions containing the same).

    [1790] Indications

    [1791] In some embodiments, the condition, disease or disorder is selected from: inappropriate host responses to infectious diseases where active infection exists at any body site, such as septic shock, disseminated intravascular coagulation, and/or adult respiratory distress syndrome; acute or chronic inflammation due to antigen, antibody and/or complement deposition; inflammatory conditions including arthritis, cholangitis, colitis, encephalitis, endocarditis, glomerulonephritis, hepatitis, myocarditis, pancreatitis, pericarditis, reperfusion injury and vasculitis, immune-based diseases such as acute and delayed hypersensitivity, graft rejection, and graft-versus-host disease; auto-immune diseases including Type 1 diabetes mellitus and multiple sclerosis. For example, the condition, disease or disorder may be an inflammatory disorder such as rheumatoid arthritis, osteoarthritis, septic shock, COPD and periodontal disease.

    [1792] In some embodiments, the condition, disease or disorder is an autoimmune diseases. Non-limiting examples include rheumatoid arthritis, systemic lupus erythematosus, multiple sclerosis, inflammatory bowel diseases (IBDs) comprising Crohn disease (CD) and ulcerative colitis (UC), which are chronic inflammatory conditions with polygenic susceptibility. In certain embodiments, the condition is an inflammatory bowel disease. In certain embodiments, the condition is Crohn's disease, autoimmune colitis, iatrogenic autoimmune colitis, ulcerative colitis, colitis induced by one or more chemotherapeutic agents, colitis induced by treatment with adoptive cell therapy, colitis associated by one or more alloimmune diseases (such as graft-vs-host disease, e.g., acute graft vs. host disease and chronic graft vs. host disease), radiation enteritis, collagenous colitis, lymphocytic colitis, microscopic colitis, and radiation enteritis. In certain of these embodiments, the condition is alloimmune disease (such as graft-vs-host disease, e.g., acute graft vs. host disease and chronic graft vs. host disease), celiac disease, irritable bowel syndrome, rheumatoid arthritis, lupus, scleroderma, psoriasis, cutaneous T-cell lymphoma, uveitis, and mucositis (e.g., oral mucositis, esophageal mucositis or intestinal mucositis).

    [1793] In some embodiments, the condition, disease or disorder is selected from metabolic disorders such as type 2 diabetes, atherosclerosis, obesity and gout, as well as diseases of the central nervous system, such as Alzheimer's disease and multiple sclerosis and Amyotrophic Lateral Sclerosis and Parkinson disease, lung disease, such as asthma and COPD and pulmonary idiopathic fibrosis, liver disease, such as NASH syndrome, viral hepatitis and cirrhosis, pancreatic disease, such as acute and chronic pancreatitis, kidney disease, such as acute and chronic kidney injury, intestinal disease such as Crohn's disease and Ulcerative Colitis, skin disease such as psoriasis, musculoskeletal disease such as scleroderma, vessel disorders, such as giant cell arteritis, disorders of the bones, such as Osteoarthritis, osteoporosis and osteopetrosis disorders eye disease, such as glaucoma and macular degeneration, diseased caused by viral infection such as HIV and AIDS, autoimmune disease such as Rheumatoid Arthritis, Systemic Lupus Erythematosus, Autoimmune Thyroiditis, Addison's disease, pernicious anemia, cancer and aging.

    [1794] In some embodiments, the condition, disease or disorder is a cardiovascular indication. In some embodiments, the condition, disease or disorder is myocardial infraction. In some embodiments, the condition, disease or disorder is stroke.

    [1795] In some embodiments, the condition, disease or disorder is obesity.

    [1796] In some embodiments, the condition, disease or disorder is Type 2 Diabetes.

    [1797] In some embodiments, the condition, disease or disorder is NASH.

    [1798] In some embodiments, the condition, disease or disorder is Alzheimer's disease.

    [1799] In some embodiments, the condition, disease or disorder is gout.

    [1800] In some embodiments, the condition, disease or disorder is SLE.

    [1801] In some embodiments, the condition, disease or disorder is rheumatoid arthritis.

    [1802] In some embodiments, the condition, disease or disorder is IBD.

    [1803] In some embodiments, the condition, disease or disorder is multiple sclerosis.

    [1804] In some embodiments, the condition, disease or disorder is COPD.

    [1805] In some embodiments, the condition, disease or disorder is asthma.

    [1806] In some embodiments, the condition, disease or disorder is scleroderma.

    [1807] In some embodiments, the condition, disease or disorder is pulmonary fibrosis.

    [1808] In some embodiments, the condition, disease or disorder is age related macular degeneration (AMD).

    [1809] In some embodiments, the condition, disease or disorder is cystic fibrosis.

    [1810] In some embodiments, the condition, disease or disorder is Muckle Wells syndrome.

    [1811] In some embodiments, the condition, disease or disorder is familial cold autoinflammatory syndrome (FCAS).

    [1812] In some embodiments, the condition, disease or disorder is chronic neurologic cutaneous and articular syndrome.

    [1813] In some embodiments, the condition, disease or disorder is selected from: myelodysplastic syndromes (MDS); non-small cell lung cancer, such as non-small cell lung cancer in patients carrying mutation or overexpression of NLRP3; acute lymphoblastic leukemia (ALL), such as ALL in patients resistant to glucocorticoids treatment; Langerhan's cell histiocytosis (LCH); multiple myeloma; promyelocytic leukemia; acute myeloid leukemia (AML) chronic myeloid leukemia (CML); gastric cancer; and lung cancer metastasis.

    [1814] In some embodiments, the condition, disease or disorder is selected from: myelodysplastic syndromes (MDS); non-small cell lung cancer, such as non-small cell lung cancer in patients carrying mutation or overexpression of NLRP3; acute lymphoblastic leukemia (ALL), such as ALL in patients resistant to glucocorticoids treatment; Langerhan's cell histiocytosis (LCH); multiple myeloma; promyelocytic leukemia; gastric cancer; and lung cancer metastasis.

    [1815] In some embodiments, the indication is MDS.

    [1816] In some embodiments, the indication is non-small lung cancer in patients carrying mutation or overexpression of NLRP3.

    [1817] In some embodiments, the indication is ALL in patients resistant to glucocorticoids treatment.

    [1818] In some embodiments, the indication is LCH.

    [1819] In some embodiments, the indication is multiple myeloma.

    [1820] In some embodiments, the indication is promyelocytic leukemia.

    [1821] In some embodiments, the indication is gastric cancer.

    [1822] In some embodiments, the indication is lung cancer metastasis.

    [1823] Combination Therapy

    [1824] This disclosure contemplates both monotherapy regimens as well as combination therapy regimens.

    [1825] In some embodiments, the methods described herein can further include administering one or more additional therapies (e.g., one or more additional therapeutic agents and/or one or more therapeutic regimens) in combination with administration of the compounds described herein.

    [1826] In certain embodiments, the second therapeutic agent or regimen is administered to the subject prior to contacting with or administering the chemical entity (e.g., about one hour prior, or about 6 hours prior, or about 12 hours prior, or about 24 hours prior, or about 48 hours prior, or about 1 week prior, or about 1 month prior).

    [1827] In other embodiments, the second therapeutic agent or regimen is administered to the subject at about the same time as contacting with or administering the chemical entity. By way of example, the second therapeutic agent or regimen and the chemical entity are provided to the subject simultaneously in the same dosage form. As another example, the second therapeutic agent or regimen and the chemical entity are provided to the subject concurrently in separate dosage forms.

    [1828] In still other embodiments, the second therapeutic agent or regimen is administered to the subject after contacting with or administering the chemical entity (e.g., about one hour after, or about 6 hours after, or about 12 hours after, or about 24 hours after, or about 48 hours after, or about 1 week after, or about 1 month after).

    [1829] Patient Selection

    [1830] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP3 activity, such as an indication related to NLRP3 polymorphism.

    [1831] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP3 activity, such as an indication related to NLRP3 where polymorphism is a gain of function.

    [1832] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP3 activity, such as an indication related to NLRP3 polymorphism found in CAPS syndromes.

    [1833] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP3 activity, such as an indication related NLRP3 polymorphism where the polymorphism is VAR_014104 (R262W)

    [1834] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP3 activity, such as an indication related NLRP3 polymorphism where the polymorphism is a natural variant reported in http://www.uniprot.org/uniprot/Q96P20

    [1835] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP1 activity, such as an indication related NLRP1 polymorphism.

    [1836] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP1 activity, such as an indication related to NLRP1 where polymorphism is a gain of function

    [1837] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP1 activity, such as an indication related NLRP1 polymorphism found in vitiligo Vitiligo-Associated Autoimmune Disease.

    [1838] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP1 activity, such as an indication related where NLRP1 polymorphism is VAR 033239 (L155H)

    [1839] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP1 activity, such as an indication related where NLRP1 polymorphism is a natural variant reported in http://www.uniprot.org/uniprot/Q9C000

    [1840] In some embodiments, the methods described herein further include the step of identifying a subject (e.g., a patient) in need of treatment for an indication related to NLRP1/3 activity, such as an indication related to point mutation of NLRP1/3 signaling.

    [1841] Compound Preparation and Biological Assays

    [1842] As can be appreciated by the skilled artisan, methods of synthesizing the compounds of the formulae herein will be evident to those of ordinary skill in the art. Synthetic chemistry transformations and protecting group methodologies (protection and deprotection) useful in synthesizing the compounds described herein are known in the art and include, for example, those such as described in R. Larock, Comprehensive Organic Transformations, VCH Publishers (1989); T. W. Greene and R G M. Wuts, Protective Groups in Organic Synthesis, 2d. Ed., John Wiley and Sons (1991); L. Fieser and M. Fieser, Fieser and Fieser's Reagents for Organic Synthesis, John Wiley and Sons (1994); and L. Paquette, ed., Encyclopedia of Reagents for Organic Synthesis, John Wiley and Sons (1995), and subsequent editions thereof.

    [1843] The compounds herein may be prepared, for example, as shown in Scheme 1.

    ##STR00483##

    PREPARATIVE EXAMPLES

    [1844] The following abbreviations have the indicated meanings:

    [1845] ACN=acetonitrile

    [1846] AcOH=acetic acid

    [1847] BINAP=()-2,2-bis(diphenylphosphino)-1,1-binaphthyl

    [1848] CDI=carbonyldiimidazole

    [1849] DBU=1,8-diazabicycloundec-7-ene

    [1850] DCM=dichloromethane:

    [1851] Dess-Martin=(1,1,1-triacetoxy)-1,1-dihydro-1,2-benziodoxol-3(1H)-one

    [1852] DIEA=N,N-diisopropylethylamine

    [1853] DMAP=4-(dimethylamino)pyridine

    [1854] DMEDA=N,N-dimethylethylenediamine

    [1855] DMF=N,N-dimethylformamide

    [1856] EDCI=N-(3-dimethylaminopropyl)-N-ethylcarbodiimide hydrochloride

    [1857] Et=ethyl

    [1858] EtOH=ethanol

    [1859] HATU=O-(7-azabenzotriazol-1-yl)-N,N,N,N-tetramethyluronium hexafluorophosphate

    [1860] HBTU=O-benzotriazole-N,N,N,N-tetramethyluronium-hexafluorophosphate

    [1861] HOBt=1-hydroxybenzotrizole

    [1862] LC-MS=liquid chromatography-mass spectrometry

    [1863] LiHMDS=lithium bis(trimethylsilyl)amid

    [1864] Me=methyl

    [1865] MeOH=methanol

    [1866] NBS=N-bromosuccinimide

    [1867] NCS=N-chlorosuccinimide

    [1868] NMR=nuclear magnetic resonance

    [1869] Pd(dppf)Cl.sub.2=dichloro[1,1-bis(diphenylphosphino)ferrocene]palladium

    [1870] Pd.sub.2(dba).sub.3=tris(dibenzylideneacetone)dipalladium

    [1871] Ph=phenyl

    [1872] HPLC=high performance liquid chromatography

    [1873] Py=pyridine

    [1874] RT=room temperature

    [1875] TBAF=tetrabutylammonium fluoride

    [1876] TBDMSCl=tert-butyldimethylsilyl chloride

    [1877] TBDPSCl=tert-butyldiphenylsilyl chloride

    [1878] TEA=triethylamine

    [1879] TFA=trifluoroacetic acid

    [1880] THF=tetrahydrofuran

    [1881] Ti(i-PrO).sub.4=tetraisopropyl titanate

    [1882] TLC=thin layer chromatography

    [1883] TsOH=p-toluenesulfonicacidmonohydrate

    [1884] X-phos=2-(Dicyclohexylphosphino)-2,4,6-triisopropylbiphenyl

    [1885] The progress of reactions was often monitored by TLC or LC-MS. The identity of the products was often confirmed by LC-MS. The LC-MS was recorded using one of the following methods.

    [1886] Method A: Shim-pack XR-ODS, C18, 350 mm, 2.5 um column, 1.0 uL injection, 1.5 mL/min flow rate, 90-900 amu scan range, 190-400 nm UV range, 5-100% (1.1 min), 100% (0.6 min) gradient with ACN (0.05% TFA) and water (0.05% TFA), 2 minute total run time.

    [1887] Method B: Kinetex EVO, C18, 350 mm, 2.2 um column, 1.0 uL injection, 1.5 mL/min flow rate, 90-900 amu scan range, 190-400 nm UV range, 10-95% (1.1 min), 95% (0.6 min) gradient with ACN and water (0.5% NH.sub.4HCO.sub.3), 2 minute total run time.

    [1888] Method C: Shim-pack XR-ODS, C18, 350 mm, 2.5 um column, 1.0 uL injection, 1.5 mL/min flow rate, 90-900 amu scan range, 190-400 nm UV range, 5-100% (2.1 min), 100% (0.6 min) gradient with ACN (0.05% TFA) and water (0.05% TFA), 3 minute total run time.

    [1889] Method D: Kinetex EVO, C18, 350 min, 2.2 um column, 1.0 uL injection, 1.5 mL/min flow rate, 90-900 amu scan range, 190-400 nm UV range, 10-95% (2.1 min), 95% (0.6 min) gradient with ACN and water (0.5% NH.sub.4HCO.sub.3), 3 minute total run time.

    [1890] The final targets were purified by Prep-HPLC. The Prep-HPLC was carried out using the following method.

    [1891] Method E: Pre-HPLC: Column, XBridge Shield RP18 OBD (19250 mm, 10 um); mobile phase, Water (10 mmol/L NH.sub.4HCO.sub.3) and ACN, UV detection 254/210 nm.

    [1892] NMR was recorded on BRUKER NMR 300.03 Mz, DUL-C-H, ULTRASHIELD300, AVANCE II 300 B-ACS120 or BRUKER NMR 400.13 Mz, BBFO, ULTRASHIELD400, AVANCE III 400, B-ACS120.

    [1893] Scheme of final targets: Schemes A-E illustrate several conditions used for coupling of acid and sulfonamide 2 to afford acyl sulfonamide 3.

    ##STR00484##

    ##STR00485##

    ##STR00486##

    ##STR00487##

    ##STR00488##

    [1894] Scheme of Sulfonamides Intermediates: Schemes F-Z illustrate the preparation of sulfonamide intermediates. It is understood that the numbering used in the schemes below refers only to the intermediates and that the intermediates are distinct from compounds of formula A, I, and/or II. that may have the same numerical designation. Thus, by way of example, intermediate number 101 in Scheme AE belowthat is, the compound

    ##STR00489##

    is distinct from compound 101 disclosed herein, that is,

    ##STR00490##

    ##STR00491##

    ##STR00492##

    5-(2-Hydroxypropan-2-yl)thiazole-2-sulfonamide

    [1895] Step 1: Methyl 2-mercaptothiazole-5-carboxylate

    [1896] Into a 250-mL round-bottom flask, was placed methyl 2-bromothiazole-5-carboxylate (10 g, 45 mmol), EtOH (100 mL), sodium hydrogensulfide (5 g, 89 mmol). The resulting solution was stirred for 2 h at 80 C. and then was cooled to 0 C. with a water/ice bath. The pH value of the solution was adjusted to 3 with hydrogen chloride (1 N). The solids were collected by filtration. This resulted in 6 g (76%) of the title compound as a light yellow solid. MS-ESI: 176.0 (M+1).

    [1897] Step 2: Methyl 2-(chlorosulfonyl)thiazole-5-carboxylate

    [1898] Into a 250-mL round-bottom flask, was placed methyl 2-mercaptothiazole-5-carboxylate (6 g, 34 mmol), acetic acid (60 mL). This was followed by the addition of sodium hypochloride (60 mL, 8%-10% wt) in portions at 0 C. The resulting solution was stirred for 1 h at RT and then was diluted with 100 mL of water. The solution was extracted with 350 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 5 g (crude, 60%) of the title compound as yellow oil. The crude product was used in the next step.

    [1899] Step 3: Methyl 2-sulfamoylthiazole-5-carboxylate

    [1900] Into a 250-mL round-bottom flask, was placed methyl 2-(chlorosulfonyl)thiazole-5-carboxylate (5 g, 21 mmol), DCM (50 mL). This was followed by the addition of a saturated solution of ammonia in DCM (10 mL) in portions at RT. The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 3 g (65%) of the title compound as a white solid. MS-ESI: 223.0 (M+1).

    [1901] Step 4: 5-(2-Hydroxypropan-2-yl)thiazole-2-sulfonamide

    [1902] Into a 250-mL round-bottom flask purged with and maintained under nitrogen, was placed a solution of methyl 2-sulfamoylthiazole-5-carboxylate (3 g, 13.5 mmol) in THF (25 mL). This was followed by the addition of MeMgBr/THF (3 M, 18 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 14 h at RT and then was quenched by the addition of 20 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 330 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 2.3 g (78%) of the title compound as a white solid. MS-ESI: 223.0 (M+1), 221.0 (M1).

    ##STR00493##

    5-Isopropylthiazole-2-sulfonamide

    [1903] Step 5: 5-Isopropylthiazole-2-sulfonamide

    [1904] Into a 40-mL sealed tube, was placed 5-(2-hydroxypropan-2-yl)thiazole-2-sulfonamide (500 mg, 2.25 mmol) in TFA (5 mL), Et.sub.3SiH (5 mL). The resulting solution was stirred for 4 h at 70 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:4 to 1:2). This resulted in 380 mg (82%) of the title compound as a yellow solid. MS-ESI: 205.0 (M1).

    ##STR00494##

    ##STR00495##

    4-(1-Hydroxycyclopropyl)thiophene-2-sulfonamide

    [1905] Step 1: 4-(1-Hydroxycyclopropyl)thiophene-2-sulfonamide

    [1906] Into a 500-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed methyl 5-sulfamoylthiophene-3-carboxylate (5.525 g, 24.97 mmol), THF (80 mL), Ti(i-PrO).sub.4 (1.5 mL). This was followed by the addition of EtMgBr/THF (3 M, 21 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 2 h at RT and then was quenched by the addition of 30 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 340 mL of ethyl acetate and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 662 mg (12%) of the title compound as a light yellow solid. MS-ESI: 218.0 (M1).

    ##STR00496##

    ##STR00497##

    3-Chloro-5-(2-hydroxypropan-2-yl)benzenesulfonamide

    [1907] Step 1: 3-Chloro-5-(2-hydroxypropan-2-yl)benzenesulfonamide

    [1908] Into a 100-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed a solution of methyl 3-chloro-5-sulfamoylbenzoate (579 mg, 2.32 mmol) in THF (30 mL). This was followed by the addition of MeMgBr/THF (3 M, 3.5 mL) dropwise with stirring at 0 C.

    [1909] The resulting solution was stirred for 12 h at RT and then was quenched by the addition of 20 mL of NH.sub.4Cl (sat.). The solution was extracted with 320 mL of ethyl acetate and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 415 mg (72%) of the title compound as a light yellow solid. MS-ESI: 248.0, 250.0 (M1).

    ##STR00498##

    ##STR00499##

    3-(2-Hydroxypropan-2-yl)benzenesulfonamide

    [1910] Step 1: Methyl 3-sulfamoylbenzoate

    [1911] Into a 100-mL round-bottom flask, was placed a solution of methyl 3-(chlorosulfonyl)benzoate (2 g, 8.5 mmol) in DCM (35 mL). To the above was added a saturated solution of ammonia in DCM (15 mL). The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 1.753 g (93%) of the title compound as a white solid. MS-ESI: 214.0 (M1).

    [1912] Step 2: 3-(2-Hydroxypropan-2-yl)benzenesulfonamide

    [1913] Into a 250-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed a solution of methyl 3-sulfamoylbenzoate (1.753 g, 8.14 mmol) in THF (70 mL). This was followed by the addition of MeMgBr/THF (3 M, 12.2 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 12 h at RT and then was quenched by the addition of 30 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 530 mL of ethyl acetate and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 1.642 g (94%) of the title compound as a white solid. MS-ESI: 214.0 (M1).

    TABLE-US-00002 TABLE 1 The Intermediates in the following Table were prepared using the similar procedure for converting compound 7 to compound 8 shown in Scheme I. Intermediate # Structure IUPAC Name Mass Spec[M + H].sup.+ Intermediate 6 [00500]embedded image quinoline-3- sulfonamide 209.0 (M + 1) Intermediate 7 [00501]embedded image benzofuran-2- sulfonamide 196.0 (M 1)

    ##STR00502##

    5-(2-Hydroxypropan-2-yl)thiophene-2-sulfonamide

    [1914] Intermediate 8 was prepared using the similar procedures for converting compound 7 to Intermediate 5 shown in Scheme I. MS-ESI: 220.0 (M1).

    ##STR00503##

    ##STR00504##

    3-(Methylsulfonyl)benzenesulfonamide

    [1915] Step 1: 3-(Methylsulfonyl)benzene-1-sulfonyl chloride

    [1916] Into a 100-mL round-bottom flask, was placed a solution of 3-(methylsulfonyl)benzenamine (200 mg, 1.17 mmol) in HCl (6 M, 5 mL). This was followed by the addition of a solution of NaNO.sub.2 (97 mg, 1.41 mmol) in water (0.5 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 20 min at 0 C. The above mixture was added to a saturated solution of SO.sub.2 in AcOH (5 mL) dropwise with stirring at 0 C. Then to the above was added CuCl.sub.2 (157 mg, 1.17 mmol). The resulting solution was stirred for 1 h at RT and then was quenched by the addition of 10 mL of water. The resulting solution was extracted with 310 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 250 mg (84%) of the title compound as a light yellow solid. The crude product was used in the next step.

    [1917] Step 2: 3-(Methylsulfonyl)benzenesulfonamide

    [1918] Into a 50-mL round-bottom flask, was placed 3-(methylsulfonyl)benzene-1-sulfonyl chloride (250 mg, 0.98 mmol), DCM (3 mL). To the above was added a saturated solution of ammonia in DCM (5 mL). The resulting solution was stirred for 1 h at RT and then was diluted with 5 mL of water. The resulting solution was extracted with 310 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 220 mg (crude, 95%) of the title compound as a white solid. MS-ESI: 234.0 (M1).

    TABLE-US-00003 TABLE 2 The Intermediates in the following Table were prepared using the similar procedures for converting compound 9 to Intermediate 9 shown in Scheme J. Mass Intermediate # Structure IUPAC Name Spec[M H].sup. Intermediate 10 [00505]embedded image (methylsulfonyl) benzenesulfonamide 234.0 Intermediate 11 [00506]embedded image 4-pentafluorobenzenesulfonamide 282.0 Intermediate 12 [00507]embedded image 4-(1H-pyrazol-1-yl) benzenesulfonamide 222.0

    ##STR00508##

    ##STR00509##

    1-Isopropyl-1H-pyrazole-3-sulfonamide

    [1919] Step 1: 1-Isopropyl-3-nitro-1H-pyrazole

    [1920] Into a 250-mL round-bottom flask, was placed a solution of 3-nitro-1H-pyrazole (10 g, 88.4 mmol) in DMF (100 mL). This was followed by the addition of NaH (60%, 3.9 g) in portions at 0 C. The resulting solution was stirred for 0.5 h at 0 C. This was followed by the addition of 2-bromopropane (14.1 g, 114.6 mmol) dropwise with stirring at 0 C. in 10 min. The resulting solution was stirred for 16 h at RT and then was quenched by the addition of 100 mL of water. The resulting solution was extracted with 3100 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 11.8 g (86%) of the title compound as yellow oil. MS-ESI: 156.1 (M+1).

    [1921] Step 2: 3-Amino-1-(propan-2-yl)-1H-pyrazole

    [1922] Into a 250-mL round-bottom flask, was placed a solution of 1-isopropyl-3-nitro-1H-pyrazole (10.8 g, 69.6 mmol) in MeOH (100 mL). Then Pd/C (10% wt, 1.5 g) was added. The flask was evacuated and flushed three times with hydrogen. The mixture was stirred for 24 h at RT under an atmosphere of hydrogen. The solids were filtered out. The resulting mixture was concentrated under vacuum. This resulted in 7.27 g (83%) of the title compound as yellow oil. MS-ESI: 126.1 (M+1).

    [1923] Steps 3-4 used similar procedures for converting compound 9 to Intermediate 9 shown in Scheme J to afford Intermediate 13. MS-ESI: 188.0 (M1).

    ##STR00510##

    ##STR00511##

    4-(2-Hydroxypropan-2-yl)furan-2-sulfonamide

    [1924] Step 1: Ethyl 5-(chlorosulfonyl)furan-3-carboxylate

    [1925] Into a 500-mL 3-necked round-bottom flask, was placed ethyl furan-3-carboxylate (7 g, 50 mmol), DCM (200 mL). This was followed by the addition of chloranesulfonic acid (5.8 g, 49.8 mmol) dropwise with stirring at 10 C. Then the reaction was stirred for 48 h at RT and the system was cooled to 10 C. Then to the above was added pyridine (3.96 g, 50.1 mmol), phosphorus pentachloride (11.46 g, 55.0 mmol). The resulting solution was stirred for 12 h at RT and then was quenched by the addition of 200 mL of water. The resulting solution was extracted with 3200 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 7.13 g (60%) of the title compound as light brown oil. The crude product was used in the next step.

    [1926] Step 2: Ethyl 5-sulfamoylfuran-3-carboxylate

    [1927] Into a 250-mL round-bottom flask, was placed a solution of ethyl 5-(chlorosulfonyl)furan-3-carboxylate (6.111 g, 25.61 mmol) in DCM (60 mL). To the above was added a saturated solution of ammonia in DCM (40 mL). The resulting solution was stirred for 3 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:4 to 1:2). This resulted in 3.698 g (66%) of the title compound as a light yellow solid. MS-ESI: 218.0 (M1).

    [1928] Step 3: 4-(2-Hydroxypropan-2-yl)furan-2-sulfonamide

    [1929] Into a 250-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed a solution of ethyl 5-sulfamoylfuran-3-carboxylate (3.698 g, 16.87 mmol) in THF (100 mL). This was followed by the addition of MeMgBr/THF (3 M, 25 mL) dropwise with stirring at 10 C. The resulting solution was stirred for 10 h at RT and then was quenched by the addition of 50 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 350 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 2.6 g (75%) of the title compound as a light yellow solid. MS-ESI: 204.0 (M1).

    TABLE-US-00004 TABLE 3 The Intermediates in the following Table were prepared using the similar procedures for converting compound 15 to Intermediate 14 shown in Scheme L. Intermediate # Structure IUPAC Name Mass Spec[M H].sup. Intermediate 15 [00512]embedded image 4-(2-hydroxypropan-2-yl) thiophene-2-sulfonamide 220.0 Intermediate 16 [00513]embedded image 4-(2-hydroxypropan-2-yl)-5- methylthiophene-2- sulfonamide 234.0 Intermediate 17 [00514]embedded image 4-(2-hydroxypropan-2-yl)-5- methylfuran-2-sulfonamide 218.1 Intermediate 18 [00515]embedded image 4-(2-hydroxypropan-2-yl)-3- methylthiophene-2- sulfonamide 234.1

    ##STR00516##

    ##STR00517##

    3-(2-Hydroxypropan-2-yl)-2-methylbenzenesulfonamide

    [1930] Step 1: Methyl 3-(chlorosulfonyl)-2-methylbenzoate

    [1931] Into a 100-mL round-bottom flask, was placed methyl methyl 3-amino-2-methylbenzoate (2 g, 12.1 mmol), HCl (6 M, 10 mL). This was followed by the addition of a solution of NaNO.sub.2 (1 g, 14.5 mmol) in water (5 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 20 min at 0 C. The above mixture was added to a saturated solution of SO.sub.2 in AcOH (15 mL) dropwise with stirring at 0 C. Then to the above was added CuCl.sub.2 (1.63 g, 12.1 mmol). The resulting solution was stirred for 1 h at RT and then was quenched by the addition of 15 mL of water. The resulting solution was extracted with 220 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 2 g (66%) of the title compound as a light yellow solid. The crude product was used in the next step.

    [1932] Step 2: Methyl 2-methyl-3-sulfamoylbenzoate

    [1933] Into a 100-mL round-bottom flask, was placed a solution of methyl 3-(chlorosulfonyl)-2-methylbenzoate (2 g, 8.04 mmol) in DCM (10 mL). To the above was added a saturated solution of ammonia in DCM (15 mL). The resulting solution was stirred for 1 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 1.2 g (65%) of the title compound as a white solid. MS-ESI: 228.0 (M1).

    [1934] Step 3: 3-(2-Hydroxypropan-2-yl)-2-methylbenzenesulfonamide

    [1935] Into a 100-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed a solution of methyl 2-methyl-3-sulfamoylbenzoate (1.2 g, 5.23 mmol) in THF (20 mL). This was followed by the addition MeMgBr/THF (3 M, 8.7 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 12 h at RT. The reaction was then quenched by the addition of 15 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 320 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 1.1 g (crude, 92%) of the title compound as an off-white solid. MS-ESI: 228.1 (M1).

    TABLE-US-00005 TABLE 4 The Intermediates in the following Table were prepared using the similar procedures for converting compound 18 to Intermediate 19 shown in Scheme M. Intermediate # Structure IUPAC Name Mass Spec[M H].sup. Intermediate 20 [00518]embedded image 4-(2-hydroxypropan-2-yl)-2- methylbenzenesulfonamide 228.1 Intermediate 21 [00519]embedded image 3-(2-hydroxypropan-2-yl)-5- methylbenzenesulfonamide 228.1 Intermediate 22 [00520]embedded image 3-(2-hydroxypropan-2-yl)-4- methylbenzenesulfonamide 228.1 Intermediate 23 [00521]embedded image 4-(2-hydroxypropan-2-yl)-3- methylbenzenesulfonamide 228.1 Intermediate 24 [00522]embedded image 2-fluoro-4-(2- hydroxypropan-2- yl)benzenesulfonamide 232.1 Intermediate 25 [00523]embedded image 3-fluoro-4-(2- hydroxypropan-2- yl)benzenesulfonamide 232.1 Intermediate 26 [00524]embedded image 3-fluoro-5-(2- hydroxypropan-2- yl)benzenesulfonamide 232.1 Intermediate 27 [00525]embedded image 4-fluoro-3-(2- hydroxypropan-2- yl)benzenesulfonamide 232.1 Intermediate 28 [00526]embedded image 2-fluoro-3-(2- hydroxypropan-2- yl)benzenesulfonamide 232.1 Intermediate 29 [00527]embedded image 2-fluoro-5-(2- hydroxypropan-2- yl)benzenesulfonamide 232.1 Intermediate 30 [00528]embedded image 4-(2-hydroxypropan-2-yl) benzenesulfonamide 214.1 Intermediate 31 [00529]embedded image 3-(2-hydroxypropan-2-yl) benzenesulfonamide 214.1 Intermediate 32 [00530]embedded image 6-(2-hydroxypropan-2-yl) pyridine-3-sulfonamide 217.1 (M + 1) Intermediate 33 [00531]embedded image 3,5-bis(2-hydroxypropan-2- yl) benzenesulfonamide 272.1

    ##STR00532## ##STR00533##

    ##STR00534##

    3-(2-Hydroxypropan-2-yl)-5-(pyridin-4-yl)benzenesulfonamide

    [1936] Step 1: Ethyl 3-nitro-5-(pyridin-4-yl)benzoate

    [1937] Into a 500-mL round-bottom flask purged with and maintained under nitrogen, was placed ethyl 3-bromo-5-nitrobenzoate (5.5 g, 20.1 mmol), dioxane (250 mL), water (50 mL), (pyridin-4-yl)boronic acid (3.0 g, 24.4 mmol), Cs.sub.2CO.sub.3 (12.7 g, 38.98 mmol), Pd(dppf)Cl.sub.2 (600 mg, 0.82 mmol). The resulting solution was stirred for 12 h at 90 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:1 to 3:1). This resulted in 4.2 g (77%) of the title compound as a white solid. MS-ESI: 273.1 (M+1).

    [1938] Step 2: Ethyl 3-amino-5-(pyridin-4-yl)benzoate

    [1939] Into a 250-mL round-bottom flask, was placed ethyl 3-nitro-5-(pyridin-4-yl)benzoate (4.2 g, 15.4 mmol), MeOH (150 mL). Then Pd/C (10% wt, 500 mg) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 2 days at RT under an atmosphere of hydrogen. The solids were filtered out. The resulting solution was concentrated under vacuum. This resulted in 3.7 g (99%) of the title compound as a white solid. MS-ESI: 243.1 (M+1).

    [1940] Steps 3-5 used similar procedures for converting compound 18 to Intermediate 19 shown in Scheme M to afford Intermediate 34. MS-ESI: 293.1 (M+1), 291.1 (M1).

    ##STR00535##

    5-(2-Hydroxypropan-2-yl)biphenyl-3-sulfonamide

    [1941] Intermediate 35 was prepared using the similar procedures for converting compound 21 to Intermediate 34 shown in Scheme N. MS-ESI: 290.1 (M1).

    ##STR00536##

    ##STR00537##

    5-(2-Hydroxypropan-2-yl)-1-phenyl-1H-pyrazole-3-sulfonamide

    [1942] Step 1: Ethyl 3-nitro-1-phenyl-1H-pyrazole-5-carboxylate

    [1943] Into a 500-mL round-bottom flask, was placed ethyl 3-nitro-1H-pyrazole-5-carboxylate (5 g, 27.0 mmol), THF (150 mL), phenylboronic acid (6.59 g, 54.1 mmol), Cu(OAc).sub.2 (7.36 g, 40.5 mmol), pyridine (8.54 g, 108 mmol). The resulting solution was stirred for 14 h at 55 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:7 to 1:4). This resulted in 2 g (28%) of the title compound as an off-white solid. MS-ESI: 262.1 (M+1).

    [1944] Step 2: Ethyl 3-amino-1-phenyl-1H-pyrazole-5-carboxylate

    [1945] Into a 100-mL round-bottom flask, was placed ethyl 3-nitro-1-phenyl-1H-pyrazole-5-carboxylate (2 g, 7.66 mmol), EtOH (50 mL). Then Pd/C (10% wt, 200 mg) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 12 h at RT under an atmosphere of hydrogen. The solids were filtered out. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 1 g (56%) of the title compound as a light yellow solid. MS-ESI: 232.1 (M+1).

    [1946] Steps 3-5 used similar procedures for converting compound 18 to Intermediate 19 shown in Scheme M to afford Intermediate 36. MS-ESI: 280.1 (M1).

    ##STR00538##

    ##STR00539##

    5-(2-Hydroxypropan-2-yl)-1-methyl-1H-pyrazole-3-sulfonamide

    [1947] Step 1: Methyl 1-methyl-3-nitro-1H-pyrazole-5-carboxylate

    [1948] Into a 250-mL round-bottom flask purged with and maintained under nitrogen, was placed methyl 3-nitro-1H-pyrazole-5-carboxylate (15 g, 87.7 mmol), DMF (50 mL), potassium carbonate (22.4 g, 162 mmol), CH.sub.3I (18.5 g, 130 mmol). The resulting solution was stirred for 15 h at RT and then was quenched by the addition of 50 mL of water. The resulting solution was extracted with 340 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 17 g (crude) of the title compound as a yellow solid. MS-ESI: 186.0 (M+1).

    [1949] Step 2: Methyl 3-amino-1-methyl-1H-pyrazole-5-carboxylate

    [1950] Into a 500-mL round-bottom flask, was placed methyl 1-methyl-3-nitro-1H-pyrazole-5-carboxylate (17 g, 91.8 mmol), MeOH (100 mL). Then Pd/C (10% wt, 2 g) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 12 h at RT under an atmosphere of hydrogen. The solids were filtered out. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:4 to 2:3). This resulted in 11.6 g (81%) of the title compound as a yellow solid. MS-ESI: 156.1 (M+1).

    [1951] Steps 3-5 used similar procedures for converting compound 18 to Intermediate 19 shown in Scheme M to afford Intermediate 37. MS-ESI: 218.0 (M1).

    ##STR00540## ##STR00541##

    ##STR00542##

    3-(2-Hydroxypropan-2-yl)-5-morpholinobenzenesulfonamide

    [1952] Step 1: Ethyl 3-bromo-5-nitrobenzoate

    [1953] Into a 500-mL round-bottom flask, was placed 3-bromo-5-nitrobenzoic acid (25 g, 101.6 mmol), EtOH (200 mL). This was followed by the addition of thionyl chloride (15 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 4 h at 80 C. and then was quenched by the addition of 50 mL water. The resulting solution was extracted with 350 mL of DCM and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:20 to 1:10). This resulted in 27.5 g (99%) of the title compound as a white solid.

    [1954] Step 2: Ethyl 3-(morpholin-4-yl)-5-nitrobenzoate

    [1955] Into a 500-mL round-bottom flask purged with and maintained under nitrogen, was placed ethyl 3-bromo-5-nitrobenzoate (10 g, 36.5 mmol), toluene (250 mL), morpholine (4.6 g, 52.8 mmol), t-BuONa (5 g, 52.0 mmol), Pd.sub.2(dba).sub.3CHCl.sub.3 (1.9 g, 1.93 mmol), BINAP (1.2 g, 1.93 mmol). The resulting solution was stirred for 18 h at 60 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:30 to 1:10). This resulted in 2.8 g (27%) of the title compound as a yellow solid. MS-ESI: 281.1 (M+1).

    [1956] Step 3: Ethyl 3-amino-5-(morpholin-4-yl)benzoate

    [1957] Into a 250-mL round-bottom flask, was placed ethyl 3-(morpholin-4-yl)-5-nitrobenzoate (3.0 g, 10.7 mmol), MeOH (100 mL). Then Pd/C (10% wt, 300 mg) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 12 h at RT under an atmosphere of hydrogen. The solids were filtered out. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 2.6 g (97%) of the title compound as a yellow solid. MS-ESI: 251.1 (M+1).

    [1958] Steps 4-6 used similar procedures for converting compound 18 to Intermediate 19 shown in Scheme M to afford Intermediate 38. MS-ESI: 299.1 (M1).

    ##STR00543##

    ##STR00544##

    3-((Tert-butyldiphenylsilyloxy)methyl)-4-(2-hydroxypropan-2-yl)benzenesulfonamide

    [1959] Steps 1-3 used similar procedures for converting compound 18 to Intermediate 19 shown in Scheme M to afford compound 45. MS-ESI: 212.1 (M1).

    [1960] Step 4: 3-((Tert-butyldiphenylsilyloxy)methyl)-4-(2-hydroxypropan-2-yl)benzenesulfonamide

    [1961] Into a 100-mL round-bottom flask, was placed 3-(hydroxymethyl)-4-(2-hydroxypropan-2-yl)benzenesulfonamide (1.9 g, 7.75 mmol), DMF (20 mL), imidazole (1.06 g, 15.57 mmol), TBDPSCl (3.2 g, 11.64 mmol). The resulting solution was stirred overnight at RT and then was diluted with 20 mL of water. The resulting solution was extracted with 220 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The crude product was purified by Flash-Prep-HPLC with the following conditions (IntelFlash-1): Column, C18 silica gel; mobile phase, ACN/H.sub.2O (10 mmol/NH.sub.4HCO.sub.3)=1:4 increasing to ACN/H.sub.2O (10 mmol/NH.sub.4HCO.sub.3)=4:1 within 30 min; Detector, UV 210 nm. This resulted in 1.4 g (37%) of the title compound as an off-white solid. MS-ESI: 482.2 (M1).

    ##STR00545##

    ##STR00546##

    5-((Tert-butyldiphenylsilyloxy)methyl)thiazole-2-sulfonamide

    [1962] Step 1: (2-Bromothiazol-5-yl)methanol

    [1963] Into a 250-mL round-bottom flask, was placed a solution of methyl 2-bromothiazole-5-carboxylate (15 g, 67.55 mmol) in EtOH (100 mL). This was followed by the addition of sodium borohydride (5.13 g, 139.3 mmol) in portions at 0 C. The resulting solution was stirred for 12 h at RT and then was quenched by the addition of 100 mL of water. The resulting solution was extracted with 350 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 10 g (crude, 76%) of the title compound as a light yellow oil. MS-ESI: 195.9, 193.9 (M+1).

    [1964] Step 2: 2-Bromo-5-((tert-butyldiphenylsilyloxy)methyl)thiazole

    [1965] Into a 250-mL round-bottom flask, was placed (2-bromothiazol-5-yl)methanol (8 g, 41.2 mmol), DMF (50 mL), TBDPSCl (12.5 g, 45.5 mmol), imidazole (5.6 g, 82.4 mmol). The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:100 to 1:80). This resulted in 15 g (84%) of the title compound as a light yellow solid. MS-ESI: 434.0, 432.0 (M+1).

    [1966] Step 3: 5-((Tert-butyldiphenylsilyloxy)methyl)thiazole-2-sulfonamide

    [1967] Into a 500-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed a solution of 2-bromo-5-((tert-butyldiphenylsilyloxy)methyl)thiazole (15 g, 34.7 mmol) in THF (200 mL). This was followed by the addition of n-BuLi (2.5 M, 16.7 mL) dropwise with stirring at 78 C. The resulting solution was stirred for 30 min at 78 C. To the above SO.sub.2 was introduced. The reaction was warmed to RT and stirred for 30 min and then was concentrated under vacuum. The residue diluted in DCM (150 mL) and then NCS (5.7 g, 42.69 mmol) was added. The resulting solution was stirred for 30 min at RT. To the above was added a saturated solution of ammonia in DCM (100 mL). The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:20 to 1:10). This resulted in 7.5 g (50%) of the title compound as a light yellow solid. MS-ESI: 431.1 (M1).

    ##STR00547##

    ##STR00548##

    5-(1-(Tert-butyldiphenylsilyloxy)ethyl)thiazole-2-sulfonamide

    [1968] Step 1: 2-Bromothiazole-5-carbaldehyde

    [1969] Into a 500-mL round-bottom flask, was placed (2-bromothiazol-5-yl)methanol (20 g, 103 mmol), DCM (200 mL). This was followed by the addition of Dess-Martin reagent (46 g, 103 mmol) in portions at 0 C. The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:20 to 1:10). This resulted in 18 g (91%) of the title compound as a white solid. MS-ESI: 193.9, 191.9 (M+1).

    [1970] Step 2: 1-(2-Bromothiazol-5-yl)ethanol

    [1971] Into a 500-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed a solution of 2-bromothiazole-5-carbaldehyde (18 g, 93.7 mmol) in THF (200 mL). This was followed by the addition of MeMgBr/THF (3 M, 33 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 0.5 h at 0 C. The reaction was then quenched by the addition of 200 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 2200 mL of DCM and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:20 to 1:15). This resulted in 15 g (77%) of the title compound as colorless oil. MS-ESI: 209.9, 207.9 (M+1).

    [1972] Steps 3-4 used similar procedures for converting compound 46 to Intermediate 40 shown in Scheme S to afford Intermediate 41. MS-ESI: 445.1 (M1).

    ##STR00549##

    ##STR00550##

    5-(1-(Tert-butyldimethylsilyloxy)propan-2-yl)thiazole-2-sulfonamide

    [1973] Step 1: 1-(2-Bromothiazol-5-yl)ethanone

    [1974] Into a 250-mL round-bottom flask, was placed 1-(2-bromothiazol-5-yl)ethanol (5.792 g, 27.84 mmol), DCM (150 mL), and Dess-Martin reagent (17.72 g, 41.78 mmol). The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:10 to 1:5). This resulted in 5.29 g (92%) of the title compound as an off-white solid. MS-ESI: 207.9, 205.9 (M+1).

    [1975] Step 2: 2-Bromo-5-(1-methoxyprop-1-en-2-yl)thiazole

    [1976] Into a 250-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed (methoxymethyl)triphenylphosphanium chloride (13.16 g, 38.39 mmol), THF (100 mL). This was followed by the addition of LiHMDS (1 M, 38.52 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 0.5 h at 0 C. To this was added a solution of 1-(2-bromothiazol-5-yl)ethanone (5.29 g, 25.67 mmol) in THF (30 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 1 h at RT and then was quenched by the addition of 100 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 380 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 4.38 g (73%) of the title compound as light yellow oil. MS-ESI: 235.9, 234.0 (M+1).

    [1977] Step 3: 2-(2-Bromothiazol-5-yl)propanal

    [1978] Into a 250-mL round-bottom flask, was placed 2-bromo-5-(1-methoxyprop-1-en-2-yl)thiazole (4.38 g, 18.7 mmol), THF (30 mL), water (50 mL), HBr (47% wt, 50 mL). The resulting solution was stirred for 4 h at 70 C. and then was diluted with 30 mL of water. The resulting solution was extracted with 350 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 3.79 g (crude, 92%) of the title compound as light yellow oil. MS-ESI: 221.9, 219.9 (M+1).

    [1979] Step 4: 2-(2-Bromothiazol-5-yl)propan-1-ol

    [1980] Into a 250-mL round-bottom flask, was placed 2-(2-bromothiazol-5-yl)propanal (4 g, 18.2 mmol), EtOH (60 mL). This was followed by the addition of NaBH.sub.4 (1.38 g, 36.5 mmol) in portions at 0 C. The resulting solution was stirred overnight at RT and then was quenched by the addition of 50 mL of water. The resulting solution was extracted with 350 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 3.79 g (94%) of the title compound as light yellow oil. MS-ESI: 223.9, 222.0 (M+1).

    [1981] Step 5: 2-Bromo-5-(1-(tert-butyldimethylsilyloxy)propan-2-yl)thiazole

    [1982] Into a 100-mL round-bottom flask, was placed 2-(2-bromothiazol-5-yl)propan-1-ol (3.79 g, 17.1 mmol), DMF (25 mL), imidazole (2.33 g, 34.2 mmol), TBDMSCl (3.87 g, 25.7 mmol). The resulting solution was stirred overnight at RT and then was diluted with 30 mL of water. The resulting solution was extracted with 330 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:15 to 1:10). This resulted in 3.12 g (54%) of the title compound as a white solid. MS-ESI: 338.0, 336.0 (M+1).

    [1983] Step 6 used similar procedure for converting compound 47 to Intermediate 40 shown in Scheme S to afford Intermediate 42. MS-ESI: 335.1 (M1).

    ##STR00551##

    ##STR00552##

    5-(2-Methoxypropan-2-yl)thiazole-2-sulfonamide

    [1984] Step 1: 2-(Thiazol-5-yl)propan-2-ol

    [1985] Into a 250-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed a solution of ethyl ethyl thiazole-5-carboxylate (3.75 g, 23.9 mmol) in THF (50 mL). This was followed by the addition of MeMgBr/THF (3 M, 40 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 2 h at RT and then was quenched by the addition of 50 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 380 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 2.1 g (61%) of the title compound as yellow oil. MS-ESI: 144.0 (M+1).

    [1986] Step 2: 5-(2-Methoxypropan-2-yl)thiazole

    [1987] Into a 100-mL round-bottom flask, was placed a solution of 2-(thiazol-5-yl)propan-2-ol (2.06 g, 14.4 mmol) in DMF (20 mL). This was followed by the addition of NaH (60%, 1.15 g, 28.8 mmol) in portions at 0 C. To this was added CH.sub.3I (3.07 g, 21.6 mmol) dropwise with stirring at 0 C. The resulting solution was stirred for 1 h at RT and then was quenched by the addition of 20 mL of water. The resulting solution was extracted with 330 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 1.42 g (63%) of the title compound as yellow oil. MS-ESI: 158.1 (M+1).

    [1988] Step 3 used similar procedure for converting compound 47 to Intermediate 40 shown in Scheme S to afford Intermediate 43. MS-ESI: 235.0 (M1).

    ##STR00553##

    ##STR00554##

    5-(2-(Tert-butyldimethylsilyloxy)ethyl)thiazole-2-sulfonamide

    [1989] Step 1: 2-Bromo-5-(2-methoxyvinyl)thiazole

    [1990] Into a 100-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed (methoxymethyl)triphenylphosphanium chloride (3.2 g, 9.33 mmol), THF (15 mL). This was followed by the addition of LiHMDS (1 M, 9.4 mL) dropwise with stirring at 0 C. To this was added a solution of 2-bromo-1,3-thiazole-5-carbaldehyde (1.5 g, 7.81 mmol) in THF (10 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 0.5 h at 0 C. and then was quenched by the addition of 50 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 350 mL of DCM and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:100 to 1:80). This resulted in 1.3 g (76%) of the title compound as brown oil. The crude product was used in the next step.

    [1991] Step 2: 2-(2-Bromo-1,3-thiazol-5-yl)acetaldehyde

    [1992] Into a 50-mL round-bottom flask purged with and maintained under nitrogen, was placed 2-bromo-5-(2-methoxyvinyl)thiazole (1.3 g, 5.91 mmol), THF (10 mL). This was followed by the addition of aqueous hydrogen chloride (4 M, 5 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 4 h at 60 C. The resulting solution was extracted with 330 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 1.1 g (90%) of the title compound as light yellow oil. MS-ESI: 205.9, 207.9 (M+1).

    [1993] Step 3: 2-(2-Bromo-1,3-thiazol-5-yl)ethan-1-ol

    [1994] Into a 50-mL round-bottom flask, was placed 2-(2-bromo-1,3-thiazol-5-yl)acetaldehyde (1.1 g, 5.34 mmol), EtOH (10 mL), sodium borohydride (200 mg, 5.43 mmol). The resulting solution was stirred for 2 h at RT and then was quenched by the addition of 20 mL of water. The resulting solution was extracted with 330 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 1.0 g (90%) of the title compound as light yellow oil. MS-ESI: 207.9, 209.9 (M+1).

    [1995] Step 4: 2-Bromo-5-(2-(tert-butyldimethylsilyloxy)ethyl)thiazole

    [1996] Into a 50-mL round-bottom flask, was placed 2-(2-bromo-1,3-thiazol-5-yl)ethan-1-ol (1.0 g, 4.81 mmol), DMF (10 mL), imidazole (650 mg, 9.56 mmol), TBDMSCl (1.1 g, 7.30 mmol). The resulting solution was stirred for 2 h at RT and then was diluted with 20 mL of water. The resulting solution was extracted with 220 mL of DCM and the organic layers combined and concentrated under vacuum. This resulted in 1.2 g (77%) of the title compound as light yellow oil. MS-ESI: 324.0, 322.0 (M+1).

    [1997] Step 5 used similar procedure for converting compound 47 to Intermediate 40 shown in Scheme S to afford Intermediate 44. MS-ESI: 321.1 (M1).

    ##STR00555##

    ##STR00556##

    5-(1-(Tert-butyldimethylsilyloxy)-2-methylpropan-2-yl)thiazole-2-sulfonamide

    [1998] Step 1: Tert-butyl 2-(thiazol-5-yl)acetate

    [1999] Into a 100-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed 5-bromothiazole (3 g, 18.29 mmol), THF (30 mL), X-phos (1.74 g, 3.66 mmol), Pd.sub.2(dba).sub.3CHCl.sub.3 (950 mg, 0.91 mmol). The resulting solution was stirred for 0.5 h at RT. To the above was added tert-butyl 2-(bromozincio)acetate (7.13 g, 27.37 mmol). The resulting solution was stirred for 4 h at 70 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:10 to 1:3). This resulted in 2.4 g (66%) of the title compound as brown oil. MS-ESI: 200.1 (M+1).

    [2000] Step 2: Tert-butyl 2-methyl-2-(thiazol-5-yl)propanoate

    [2001] Into a 100-mL round-bottom flask purged with and maintained under nitrogen, was placed tert-butyl 2-(thiazol-5-yl)acetate (1 g, 5.02 mmol), DMF (20 mL). This was followed by the addition of NaH (60%, 600 mg, 25.00 mmol) in portions at 0 C. The solution was stirred for 0.5 h at 0 C. This was followed by the addition of CH.sub.3I (2.13 g, 15.06 mmol) dropwise with stirring at 0 C. The resulting solution was stirred for 2 h at RT and then was quenched by the addition of 40 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 350 mL of DCM and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:10 to 1:3). This resulted in 0.7 g (61%) of the title compound as light yellow oil. MS-ESI: 228.1 (M+1).

    [2002] Step 3: 2-Methyl-2-(thiazol-5-yl)propan-1-ol

    [2003] Into a 100-mL round-bottom flask, was placed tert-butyl 2-methyl-2-(thiazol-5-yl)propanoate (700 mg, 3.08 mmol), THF (20 mL). This was followed by the addition of LiAlH.sub.4 (200 mg, 5.27 mmol) in portions at 0 C. and was stirred for 2 h at 0 C. and then was quenched by the addition of 1 mL of water. The solids were filtered out. The resulting mixture was concentrated under vacuum. This resulted in 400 mg (83%) of the title compound as brown oil. MS-ESI: 158.1 (M+1).

    [2004] Steps 4-5 used similar procedures for converting compound 54 to Intermediate 42 shown in Scheme U to afford Intermediate 45. MS-ESI: 349.1 (M1).

    ##STR00557##

    ##STR00558##

    2-Fluoro-5-(2-methyl-1,3-dioxol an-2-yl)benzenesulfonamide

    [2005] Step 1: 2-(3-Bromo-4-fluorophenyl)-2-methyl-1,3-dioxolane

    [2006] Into a 250-mL round-bottom flask, was placed a solution of 1-(3-bromo-4-fluorophenyl)ethan-1-one (5 g, 23.0 mmol) in toluene (50 mL), ethane-1,2-diol (4 mL), TsOH (200 mg, 1.16 mmol). The resulting solution was stirred for 6 h at 120 C. The reaction was then quenched by the addition of 100 mL of water. The resulting solution was extracted with 3100 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:4). This resulted in 5.5 g (91%) of the title compound as yellow oil.

    [2007] Step 2 used similar procedure for converting compound 47 to Intermediate 40 shown in Scheme S to afford Intermediate 46. MS-ESI: 260.0 (M1).

    ##STR00559##

    5-Acetyl-2-fluorobenzenesulfonamide

    [2008] Step 3: 5-Acetyl-2-fluorobenzenesulfonamide

    [2009] Into a 50-mL round-bottom flask, was placed 2-fluoro-5-(2-methyl-1,3-dioxolan-2-yl)benzene-1-sulfonamide (300 mg, 1.15 mmol), THF (5 mL), hydrogen chloride (1 N, 5 mL). The resulting solution was stirred for 12 h at RT. The pH value of the solution was adjusted to 7-8 with NaOH (2 N). The resulting solution was extracted with 330 mL of ethyl acetate and the organic layers combined and concentrated under vacuum. This resulted in 240 mg (crude, 96%) of the title compound as a light yellow solid. MS-ESI: 216.0 (M1).

    ##STR00560##

    ##STR00561##

    2-(2-Hydroxypropan-2-yl)thiazole-5-sulfonamide

    [2010] Compound 73 was prepared using similar procedures for converting compound 68 to Intermediate 47 shown in Scheme Y.

    [2011] Step 4: 2-(2-Hydroxypropan-2-yl)thiazole-5-sulfonamide

    [2012] Into a 100-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed 2-acetylthiazole-5-sulfonamide (1 g, 4.85 mmol), THF (20 mL). This was followed by the addition of MeMgBr (3 M, 7 mL) dropwise with stirring at 0 C. The resulting solution was stirred for 14 h at RT and then was quenched by the addition of 20 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 230 mL of DCM and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 580 mg (54%) of the title compound as a light yellow solid. MS-ESI: 221.0 (M1).

    [2013] Schemes for phenylacetic acids Intermediates: Schemes AA-AQ illustrate the phenylacetic acid intermediates preparation.

    ##STR00562##

    ##STR00563##

    2-(4-Fluoro-2,6-diisopropylphenyl)acetic acid

    [2014] Step 1: 4-Fluoro-2,6-bis(prop-1-en-2-yl)aniline

    [2015] Into a 500-mL round-bottom flask purged with and maintained under nitrogen, was placed 2,6-dibromo-4-fluoroaniline (15 g, 55.8 mmol), dioxane (150 mL), water (15 mL), Cs.sub.2CO.sub.3 (55 g, 169 mmol), 4,4,5,5-tetramethyl-2-(prop-1-en-2-yl)-1,3,2-dioxaborolane (25 g, 149 mmol), Pd(dppf)Cl.sub.2 (4 g, 5.47 mmol). The resulting solution was stirred for 15 h at 100 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:10 to 1:8). This resulted in 9.2 g (86%) of the title compound as brown oil. MS-ESI: 192.1 (M+1).

    [2016] Step 2: 4-Fluoro-2,6-bis(propan-2-yl)aniline

    [2017] Into a 500-mL round-bottom flask, was placed 4-fluoro-2,6-bis(prop-1-en-2-yl)aniline (9.2 g, 48.1 mmol), MeOH (200 mL). Then Pd/C (10% wt, 900 mg) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 12 h at RT under an atmosphere of hydrogen. The solids were filtered out. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:10 to 1:8). This resulted in 7.2 g (77%) of the title compound as brown oil. MS-ESI: 196.1 (M+1).

    [2018] Step 3: 2-Bromo-5-fluoro-1,3-bis(propan-2-yl)benzene

    [2019] Into a 500-mL round-bottom flask purged with and maintained under nitrogen, was placed 4-fluoro-2,6-bis(propan-2-yl)aniline (7 g, 35.9 mmol), ACN (300 mL), CuBr (7.71 g, 53.9 mmol). This was followed by the addition of tert-butyl nitrite (5.55 g, 53.8 mmol) dropwise with stirring at 0 C. The resulting solution was stirred for 3 h at 60 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column with petroleum ether. This resulted in 3.0 g (32%) of the title compound as yellow oil. .sup.1H NMR (400 MHz, DMSO-d.sub.6): 7.09 (d, J=9.8 Hz, 2H), 3.40 (hept, J=6.9 Hz, 2H), 1.20 (d, J=6.8 Hz, 12H).

    [2020] Step 4: Tert-butyl 2-[4-fluoro-2,6-bis(propan-2-yl)phenyl]acetate

    [2021] Into a 250-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed 2-bromo-5-fluoro-1,3-bis(propan-2-yl)benzene (3.0 g, 11.6 mmol), THF(150 mL), X-phos (553 mg, 1.16 mmol), Pd.sub.2(dba).sub.3CHCl.sub.3 (600 mg, 0.58 mmol). The resulting solution was stirred for 0.5 h at RT. Then to the above tert-butyl 2-(bromozincio)acetate (6.0 g, 23.04 mmol) was added. The resulting solution was stirred for 5 h at 70 C. and then was quenched by the addition of 100 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 3100 mL of ethyl acetate and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:100 to 3:97).

    [2022] This resulted in 3.14 g (92%) of the title compound as yellow oil. .sup.1H NMR (400 MHz, DMSO-d.sub.6) 6.93 (d, J=10.4 Hz, 2H), 3.67 (s, 2H), 3.19-3.07 (m, 2H), 1.39 (s, 9H), 1.15 (d, J=6.7 Hz, 12H).

    [2023] Step 5: 2-(4-Fluoro-2,6-diisopropylphenyl)acetic acid

    [2024] Into a 50-mL round-bottom flask, was placed tert-butyl 2-[4-fluoro-2,6-bis(propan-2-yl)phenyl]acetate (1.56 g, 5.30 mmol), DCM (10 mL), TFA (10 mL). The resulting solution was stirred for 3 h at RT and then was concentrated under vacuum. This resulted in 1.36 g (crude, 108%) of the title compound as a light yellow solid. MS-ESI: 237.1 (M1).

    ##STR00564##

    ##STR00565##

    2-(4-Chloro-3,5-difluoro-2,6-diisopropylphenyl)acetic acid

    [2025] Step 1: 4-Chloro-3,5-difluorobenzenamine

    [2026] Into a 500-mL round-bottom flask, was placed 3,5-difluorobenzenamine (10.3 g, 79.8 mmol), ACN (100 mL), NCS (10.8 g, 80.9 mmol). The resulting solution was stirred for 5 h at 80 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 7.1 g (54%) of the title compound as a gray solid. 164.0, 166.0 (M+1).

    [2027] Step 2: 2,6-Dibromo-4-chloro-3,5-difluorobenzenamine

    [2028] Into a 250-mL round-bottom flask, was placed 4-chloro-3,5-difluorobenzenamine (4.0 g, 24.5 mmol), ACN (100 mL), NBS (13.0 g, 73.0 mmol). The resulting solution was stirred for 1 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:6 to 1:4). This resulted in 7.4 g (94%) of the title compound as a yellow solid. MS-ESI: 319.8, 321.8, 323.8 (M+1).

    [2029] Steps 3-7 used similar procedures for converting compound 74 to Intermediate 49 shown in Scheme AA to afford Intermediate 50. MS-ESI: 289.1, 291.1 (M1).

    [2030] Compound 84: .sup.1H NMR (400 MHz, CDCl.sub.3-d) 3.67 (hept, J=7.2 Hz, 2H), 1.33 (d, J=7.2 Hz, 12H).

    ##STR00566##

    ##STR00567##

    2-(3,4-Difluoro-2,6-diisopropylphenyl)acetic acid

    [2031] Step 1: 2,6-Dibromo-3,4-difluorobenzenamine

    [2032] Into a 250-mL round-bottom flask, was placed 3,4-difluorobenzenamine (5 g, 38.7 mmol), ACN (100 mL), NBS (16.2 g, 91.0 mmol). The resulting solution was stirred for 16 h at 85 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:6 to 1:4). This resulted in 5.49 g (49%) of the title compound as a yellow solid. MS-ESI: 287.9, 285.9, 289.9 (M+1).

    [2033] Steps 2-6 used similar procedures for converting compound 74 to Intermediate 49 shown in Scheme AA to afford Intermediate 51. MS-ESI: 255.1 (M1).

    [2034] Compound 90: .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.10 (dd, J=11.7, 8.4 Hz, 1H), 3.79-3.70 (m, 1H), 3.48-3.29 (m, 1H), 1.32 (dd, J=6.8, 1.8 Hz, 6H), 1.18 (d, J=6.8 Hz, 6H).

    [2035] Compound 91: .sup.1H NMR (300 MHz, DMSO-d.sub.6) 7.13 (dd, J=12.3, 8.3 Hz, 1H), 3.65 (s, 2H), 3.21-3.00 (m, 2H), 1.35 (s, 9H), 1.28-1.05 (m, 12H).

    ##STR00568##

    ##STR00569##

    2-(2,6-Diisopropyl-4-(trifluoromethyl)phenyl)acetic acid

    [2036] Step 1: 2,6-Dibromo-4-(trifluoromethyl)benzenamine

    [2037] Into a 100-mL round-bottom flask purged with and maintained under nitrogen, was placed 2-bromo-4-(trifluoromethyl)benzenamine (5 g, 20.8 mmol), AcOH (50 mL), Br.sub.2 (1.3 mL). The resulting solution was stirred for 3 h at RT and then was quenched by the addition of 50 mL of Na.sub.2S.sub.2O.sub.3 (sat.). The resulting solution was extracted with 350 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 5 g (75%) of the title compound as light yellow oil. MS-ESI: 319.9, 317.9, 321.9 (M+1).

    [2038] Steps 2-6 used similar procedures for converting compound 74 to Intermediate 49 shown in Scheme AA to afford Intermediate 52. MS-ESI: 287.1 (M1).

    [2039] Compound 97: .sup.1H NMR (300 MHz, DMSO-d.sub.6) 7.39 (s, 2H), 3.29 (s, 2H), 3.16 (kept, J=6.8 Hz, 2H), 1.37 (s, 9H), 1.16 (d, J=6.7 Hz, 12H).

    ##STR00570##

    ##STR00571##

    2-(3-Fluoro-2,6-diisopropylphenyl)acetic acid

    [2040] Step 1: 2,6-Dibromo-4-chloro-3-fluoroaniline

    [2041] Into a 500-mL round-bottom flask, was placed 4-chloro-3-fluoroaniline (5.08 g, 34.9 mmol), ACN (200 mL), NBS (18.69 g, 105.0 mmol). The resulting solution was stirred for 12 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:200 to 1:100). This resulted in 9.7 g (92%) of the title compound as a light yellow solid. MS-ESI: 303.8, 305.8, 301.8 (M+1).

    [2042] Step 2: 4-Chloro-3-fluoro-2,6-bis(prop-1-en-2-yl)aniline

    [2043] Into a 500-mL round-bottom flask purged with and maintained under nitrogen, was placed 2,6-dibromo-4-chloro-3-fluoroaniline (9.03 g, 29.8 mmol), dioxane (200 mL), water (20 mL), 4,4,5,5-tetramethyl-2-(prop-1-en-2-yl)-1,3,2-dioxaborolane (15.12 g, 89.98 mmol), Cs.sub.2CO.sub.3 (29.34 g, 90.05 mmol), Pd(dppf)Cl.sub.2 (2.20 g, 3.01 mmol). The resulting solution was stirred for 12 h at 90 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:30 to 1:20). This resulted in 4.3 g (64%) of the title compound as yellow oil. MS-ESI: 226.1, 228.1 (M+1).

    [2044] Step 3: 3-Fluoro-2,6-bis(propan-2-yl)aniline

    [2045] Into a 250-mL pressure tank reactor (10 atm) purged with and maintained under nitrogen, was placed 4-chloro-3-fluoro-2,6-bis(prop-1-en-2-yl)aniline (4.3 g, 19.1 mmol), MeOH (100 mL), TEA (2.0 g, 19.8 mmol). Then Pd/C (10% wt, 0.5 g) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 7 days at 100 C. under an atmosphere of hydrogen. The solids were filtered out. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 3.6 g (97%) of the title compound as light yellow oil. MS-ESI: 196.1 (M+1).

    [2046] Steps 4-6 used similar procedures for converting compound 76 to Intermediate 49 shown in Scheme AA to afford Intermediate 53. MS-ESI: 237.1 (M1).

    [2047] Compound 102: .sup.1H NMR (400 MHz, DMSO-d.sub.6) 7.28 (dd, J=8.7, 5.9 Hz, 1H), 7.18 (dd, J=11.3, 8.7 Hz, 1H), 3.64 (hept, J=6.9 Hz, 1H), 3.36 (hept, J=6.9 Hz, 1H), 1.30 (dd, J=6.9, 1.9 Hz, 6H), 1.19 (d, J=6.8 Hz, 6H).

    [2048] Compound 103: .sup.1H NMR (400 MHz, DMSO-d.sub.6) 7.16 (dd, J=8.6, 5.6 Hz, 1H), 7.00 (dd, J=11.9, 8.7 Hz, 1H), 3.72 (s, 2H), 3.23-3.00 (m, 2H), 1.40 (s, 9H), 1.28 (d, J=6.9 Hz, 6H), 1.15 (d, J=6.8 Hz, 6H).

    ##STR00572##

    ##STR00573##

    2-(3,5-Difluoro-2,6-diisopropylphenyl)acetic acid

    [2049] Step 1: 3,5-Difluoro-2,6-bis(propan-2-yl)aniline

    [2050] Into a 100-mL pressure tank reactor (10 atm), was placed 4-chloro-3,5-difluoro-2,6-bis(prop-1-en-2-yl)aniline (1.6 g, 6.57 mmol), MeOH (60 mL), TEA (0.2 mL). Then Pd/C (10% wt, 800 mg) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 5 days at 100 C. under an atmosphere of hydrogen. The solids were filtered out.

    [2051] The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 1.2 g (86%) of the title compound as light yellow oil. MS-ESI: 214.1 (M+1).

    [2052] Steps 2-4 used similar procedures for converting compound 76 to Intermediate 49 shown in Scheme AA to afford Intermediate 54. MS-ESI: 255.1 (M1).

    [2053] Compound 105: .sup.1H NMR (300 MHz, CDCl.sub.3-d) 6.71 (t, J=11.4 Hz, 1H), 3.64 (hept, J=7.0 Hz, 2H), 1.29 (d, J=7.0 Hz, 12H).

    [2054] Compound 106: .sup.1H NMR (300 MHz, CDCl.sub.3-d) 6.64 (t, J=11.8 Hz, 1H), 3.67 (s, 2H), 3.16 (hept, J=7.0 Hz, 2H), 1.43 (s, 9H), 1.30 (d, J=7.0 Hz, 12H).

    ##STR00574## ##STR00575##

    ##STR00576##

    2-(2,6-Diisopropyl-4-(trifluoromethoxy)phenyl)acetic acid

    [2055] Step 1: 2,6-Dibromo-4-(trifluoromethoxy)aniline

    [2056] Into a 500-mL round-bottom flask, was placed 4-(trifluoromethoxy)aniline (7.15 g, 40.4 mmol), ACN (300 mL), NBS (18 g, 101 mmol). The resulting solution was stirred for 12 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:15 to 1:10). This resulted in 12 g (89%) of the title compound as a white solid. MS-ESI: 335.9, 333.9, 337.9 (M+1).

    [2057] Step 2: 2,6-Bis(prop-1-en-2-yl)-4-(trifluoromethoxy)aniline

    [2058] Into a 500-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed 2,6-dibromo-4-(trifluoromethoxy)aniline (2.67 g, 7.97 mmol), dioxane (40 mL), water (4 mL), Cs.sub.2CO.sub.3 (8 g, 24.8 mol), 4,4,5,5-tetramethyl-2-(prop-1-en-2-yl)-1,3,2-dioxaborolane (3.06 g, 18.2 mmol), Pd(dppf)Cl.sub.2 (656 mg, 0.80 mmol). The resulting solution was stirred overnight at 90 C. and then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:15 to 1:10). This resulted in 1.15 g (56%) of the title compound as light yellow oil. MS-ESI: 258.1 (M+1).

    [2059] Steps 3-6 used similar procedures for converting compound 82 to Intermediate 54 shown in Scheme AF to afford Intermediate 55. MS-ESI: 303.1 (M1).

    [2060] Compound 111: .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.10-7.03 (s, 2H), 3.55 (hept, J=6.8 Hz, 2H), 1.25 (d, J=6.8 Hz, 12H).

    ##STR00577##

    ##STR00578##

    2-(2,6-Diisopropylphenyl)acetic acid

    [2061] Step 1: 2-Bromo-1,3-bis(propan-2-yl)benzene

    [2062] Into a 500-mL round-bottom flask, was placed 2,6-diisopropylbenzenamine (10 g, 56.4 mmol). This was followed by the addition of HBr (47% wt, 51 mL) dropwise with stirring at RT during 5 min. The white suspension was cooled down to 56 C. and 23.6 g (0.34 mol) of NaNO.sub.2 (6.65 g, 96.4 mmol) was added in portions during 10 min and stirred continued at the same temperature for 1 h. Then 70 mL of ice-cold THF was slowly added during 10 min and the temperature let slowly rising to 15 C. during 2 h until no more gas evolved. The temperature was decreased again to 56 C. and 24 mL of water was added followed by the addition of sodium carbonate decahydrate (33.38 g, 11.67 mmol) giving a brown suspension. The temperature was let raising to RT during 3 h. The mixture was stirred for 16 h at RT. The resulting solution was extracted with 350 mL of DCM and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:15 to 1:10). This resulted in 11 g (81%) of the title compound as yellow oil.

    [2063] Steps 2-3 used similar procedures for converting compound 77 to Intermediate 49 shown in Scheme AA to afford Intermediate 56. MS-ESI: 219.1 (M1).

    [2064] Compound 115: .sup.1H NMR (400 MHz, DMSO-d.sub.6) 7.21-7.09 (m, 3H), 3.69 (s, 2H), 3.12 (kept, J=6.8 Hz, 2H), 1.39 (s, 9H), 1.18 (d, J=6.8 Hz, 12H).

    ##STR00579## ##STR00580##

    ##STR00581##

    2-(4-Chloro-2-isopropyl-6-(trifluoromethyl)phenyl)acetic acid

    [2065] Step 1: 2-Bromo-4-chloro-6-(trifluoromethyl)aniline

    [2066] Into a 250-mL round-bottom flask, was placed 4-chloro-2-(trifluoromethyl)aniline (5 g, 25.6 mmol), ACN (150 mL), NBS (9.2 g, 51.7 mmol). The resulting solution was stirred overnight at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:15 to 1:10). This resulted in 6 g (86%) of the title compound as a white solid. MS-ESI: 275.9, 273.9 (M+1).

    [2067] Steps 2-6 used similar procedures for converting compound 74 to Intermediate 49 shown in Scheme AA to afford Intermediate 57. MS-ESI: 279.0 (M1).

    [2068] Compound 121: .sup.1H NMR (300 MHz, DMSO-d.sub.6) 7.70 (s, 1H), 7.58 (s, 1H), 3.77 (s, 2H), 3.11-2.97 (m, 1H), 1.35 (s, 9H), 1.17 (d, J=6.8 Hz, 6H).

    ##STR00582##

    ##STR00583##

    2-(4-Chloro-2,6-diisopropylphenyl)acetic acid

    [2069] Step 1: 4-Chloro-2,6-bis(propan-2-yl)aniline

    [2070] Into a 100-mL round-bottom flask, was placed 2,6-bis(propan-2-yl)aniline (5 g, 28.2 mmol), DMF (20 mL), NCS (4.9 g, 36.7 mmol). The resulting solution was stirred for 15 h at RT and then was diluted with 20 mL of water. The resulting solution was extracted with 320 mL of DCM and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:10 to 1:5). This resulted in 3.7 g (62%) of the title compound as brown oil. MS-ESI: 212.1, 214.1 (M+1).

    [2071] Steps 2-4 used similar procedures for converting compound 76 to Intermediate 49 shown in Scheme AA to afford Intermediate 58. MS-ESI: 253.1, 255.1 (M1).

    ##STR00584##

    ##STR00585##

    2-(4-Cyano-2,6-diisopropylphenyl)acetic acid

    [2072] Step 1: 4-Amino-3,5-bis(propan-2-yl)benzonitrile

    [2073] Into a 100-mL round-bottom flask purged with and maintained under nitrogen, was placed 4-bromo-2,6-bis(propan-2-yl)aniline (5.1 g, 19.9 mmol), DME (30 mL), CuCN (2.16 g, 23.9 mmol), CuI (380 mg, 2.00 mmol), KI (664 mg, 3.98 mmol), DMEDA (2.0 mL). The resulting solution was stirred for 24 h at 100 C. and then was diluted with 20 mL of water. The solution was extracted with 330 mL of ethyl acetate and the organic layers combined and concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:30 to 1:20). This resulted in 1.2 g (30%) of the title compound as a yellow solid. MS-ESI: 203.1 (M+1).

    [2074] Steps 2-4 used similar procedures for converting compound 76 to Intermediate 49 shown in Scheme AA to afford Intermediate 59. MS-ESI: 244.1 (M1). .sup.1H NMR (400 MHz, DMSO-d.sub.6) 12.54 (s, 1H), 7.56 (s, 2H), 3.79 (s, 2H), 3.12 (hept, J=6.8 Hz, 2H), 1.15 (d, J=6.7 Hz, 12H).

    ##STR00586##

    ##STR00587##

    2-(8-Chloro-1,2,3,5,6,7-hexahydros-indacen-4-yl)acetic acid

    [2075] Step 1: 8-Chloro-1,2,3,5,6,7-hexahydros-indacen-4-amine

    [2076] Into a 100-mL round-bottom flask, was placed 1,2,3,5,6,7-hexahydros-indacen-4-amine (1.73 g, 9.99 mmol), DMF (10 mL), NCS (1.47 g, 11.0 mmol). The resulting solution was stirred for 12 h at RT and then was diluted with 50 mL of DCM. The resulting mixture was washed with 310 mL of water. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:10). This resulted in 1.88 g (91%) of the title compound as a yellow solid. MS-ESI: 208.1, 210.1 (M+1).

    [2077] Steps 2-4 used similar procedures for converting compound 76 to Intermediate 49 shown in Scheme AA to afford Intermediate 60. MS-ESI: 249.1, 251.1 (M1).

    ##STR00588##

    ##STR00589##

    2-(8-Fluoro-1,2,3,5,6,7-hexahydros-indacen-4-yl)acetic acid

    [2078] Step 1: 8-Bromo-1,2,3,5,6,7-hexahydro-s-indacen-4-amine

    [2079] Into a 100-mL round-bottom flask, was placed 1,2,3,5,6,7-hexahydro-s-indacen-4-amine (2.6 g, 15.0 mmol), DMF (30 mL), NBS (2.9 g, 16.3 mmol). The resulting solution was stirred for 12 h at RT and then was diluted with 80 mL of ethyl acetate. The resulting mixture was washed with 320 mL of water. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:30 to 1:20). This resulted in 3.0 g (79%) of the title compound as a brown solid. MS-ESI: 252.0, 254.0 (M+1).

    [2080] Step 2: 4-Bromo-8-fluoro-1,2,3,5,6,7-hexahydros-indacene

    [2081] Into a 100-mL round-bottom flask, was placed 8-bromo-1,2,3,5,6,7-hexahydro-s-indacen-4-amine (1.5 g, 5.95 mmol), DCM (40 mL), HF/Py (70%, 4 mL), 3-methylbutyl nitrite (1.05 g, 8.96 mmol). The resulting solution was stirred for 2 h at RT and then was diluted with 50 mL of DCM. The resulting mixture was washed with 310 mL of water. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with petroleum ether. This resulted in 1.2 g (79%) of the title compound as an off-white solid. .sup.1H NMR (400 MHz, DMSO-d.sub.6) 3.00-2.80 (m, 8H), 2.15-2.00 (m, 4H).

    [2082] Steps 3-4 used similar procedures for converting compound 77 to Intermediate 49 shown in Scheme AA to afford Intermediate 61. .sup.1H NMR (400 MHz, DMSO-d.sub.6) 12.23 (s, 1H), 3.44 (s, 2H), 2.80 (dt, J=15.0, 7.5 Hz, 8H), 2.04-2.02 (m, 4H).

    ##STR00590##

    ##STR00591##

    2-(1,2,3,5,6,7-Hexahydros-indacen-4-yl)acetic acid

    [2083] Step 1: 3-Chloro-1-(2,3-dihydro-1H-inden-5-yl)propan-1-one

    [2084] Into a 1000-mL round-bottom flask, was placed a solution of AlCl.sub.3 (37 g, 278 mmol) in DCM (400 mL). This was followed by the addition of a solution of 2,3-dihydro-1H-indene (30 g, 254 mmol) and 3-chloropropanoyl chloride (32.1 g, 253 mmol) in DCM (100 mL) dropwise with stirring at 10 C. in 30 min. The resulting solution was stirred for 16 h at RT. Then the reaction mixture was added dropwise to cold HCl (3 N, 400 mL) over 45 min at 10 C. The resulting solution was extracted with 3200 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 53.5 g (crude) of the title compound as a yellow solid.

    [2085] Step 2: 1,2,3,5,6,7-Hexahydros-indacen-1-one

    [2086] Into a 1000-mL round-bottom flask, was placed a solution of 3-chloro-1-(2,3-dihydro-1H-inden-5-yl)propan-1-one (53.5 g, 253 mmol) in cc. H.sub.2SO.sub.4 (300 mL). The resulting solution was stirred for 16 h at 55 C. and then was quenched by the addition of 1500 mL of water/ice. The solids were collected by filtration and then was dried over infrared lamp for 24 h. This resulted in 37.4 g (85%) of the title compound as a yellow solid.

    [2087] Step 3: 1,2,3,5,6,7-Hexahydros-indacene

    [2088] Into a 1000-mL round-bottom flask, was placed a solution of 1,2,3,5,6,7-hexahydros-indacen-1-one (37.2 g, 216.00 mmol), MeOH (300 mL), CH.sub.3SO.sub.3H (42 g). Then Pd(OH).sub.2/C (20% wt, 8 g) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 16 h at RT under an atmosphere of hydrogen. The solids were filtered out. The resulting mixture was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:150 to 1:100). This resulted in 27.1 g (79%) of the title compound as a white solid.

    [2089] Step 4: 4-Bromo-1,2,3,5,6,7-hexahydros-indacene

    [2090] Into a 500-mL 3-necked round-bottom flask purged with and maintained under nitrogen, was placed a solution of 1,2,3,5,6,7-hexahydros-indacene (15 g, 94.8 mmol) in CCl.sub.4 (200 mL). Then 12 (1.2 g, 4.72 mmol) was added. This was followed by the addition of a solution of Br.sub.2 (16 g, 100 mmol) in CCl.sub.4 (50 mL) dropwise with stirring at 0 C. in 10 min. The resulting solution was stirred for 2 h at 0 C. The reaction was then quenched by the addition of 150 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 3150 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 23.3 g (crude) of the title compound as yellow oil. .sup.1H NMR (300 MHz, DMSO-d.sub.6) 7.02 (s, 1H), 2.95-2.75 (m, 8H), 2.03-2.01 (m, 4H)

    [2091] Step 5: Tert-butyl 2-(1,2,3,5,6,7-hexahydros-indacen-4-yl)acetate

    [2092] Into a 100-mL round-bottom flask purged with and maintained under nitrogen, was placed a solution of 4-bromo-1,2,3,5,6,7-hexahydros-indacene (1 g, 4.2 mmol) in THF (20 mL). Then X-phos (200 mg, 0.42 mmol) and Pd.sub.2(dba).sub.3CHCl.sub.3 (220 mg, 0.21 mmol) were added. The resulting solution was stirred for 10 min at RT. This was followed by the addition of tert-butyl 2-(bromozincio)acetate (2.2 g, 8.45 mmol). The resulting solution was stirred for 4 h at 80 C. and then was quenched by the addition of 50 mL of NH.sub.4Cl (sat.). The resulting solution was extracted with 3100 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 1.4 g (crude) of the title compound as brown oil. .sup.1H NMR (400 MHz, DMSO-d.sub.6) 6.96 (s, 1H), 3.47 (s, 2H), 2.79 (dt, J=17.6, 7.5 Hz, 8H), 2.01-1.99 (m, 4H), 1.39 (s, 9H).

    [2093] Step 6: 2-(1,2,3,5,6,7-hexahydros-indacen-4-yl)acetic acid

    [2094] Into a 40-mL sealed tube, was placed a solution of tert-butyl 2-(1,2,3,5,6,7-hexahydros-indacen-4-yl)acetate (1.4 g, 5.14 mmol) in 6 M sodium hydroxide/MeOH (4/6 mL). The resulting solution was stirred for 16 h at 100 C. The reaction was then quenched by the addition of 20 mL of water. The resulting solution was extracted with 230 mL of DCM and the aqueous layers combined. The pH value of the solution was adjusted to 2 with hydrogen chloride (1 N). The resulting solution was extracted with 350 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 180 mg (16%) of the title compound as a yellow solid. MS-ESI: 215.1 (M1).

    ##STR00592##

    ##STR00593##

    2-(2,6-Dicyclopropylphenyl)acetic acid

    [2095] Step 1: Methyl 2-(2,6-dibromophenyl)acetate

    [2096] Into a 250-mL round-bottom flask, was placed 2-(2,6-dibromophenyl)acetic acid (5 g, 17.0 mmol), methanol (50 mL). This was followed by the addition of sulfuroyl dichloride (4.1 g, 34.5 mmol) dropwise with stirring at 0 C. The resulting solution was stirred for 3 h at 60 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:15 to 1:10). This resulted in 4.5 g (86%) of the title compound as light yellow oil. MS-ESI: 308.9, 306.9, 310.9 (M+1).

    [2097] Step 2: Methyl 2-(2,6-dicyclopropylphenyl)acetate

    [2098] Into a 50-mL round-bottom flask purged with and maintained under nitrogen, was placed methyl 2-(2,6-dibromophenyl)acetate (600 mg, 1.95 mmol), dioxane (20 mL), cyclopropylboronic acid (688 mg, 8.01 mmol), K.sub.3PO.sub.4 (2.1 g, 9.89 mmol), Pd(dppf)Cl.sub.2 (146 mg, 0.20 mmol). The resulting solution was stirred for 4 h at 100 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:30 to 1:20). This resulted in 440 mg (98%) of the title compound as yellow oil. MS-ESI: 231.1 (M+1).

    [2099] Step 3: 2-(2,6-Dicyclopropylphenyl)acetic acid

    [2100] Into a 50-mL round-bottom flask, was placed methyl 2-(2,6-dicyclopropylphenyl)acetate (440 mg, 1.91 mmol). Then to the above was added a solution of sodium hydroxide (228 mg, 5.70 mmol) in MeOH (15 mL) and water (4 mL). The resulting solution was stirred for 2 days at 50 C. The resulting solution was extracted with 20 mL of ethyl acetate and the aqueous layers combined. The pH value of the solution was adjusted to 4 with hydrogen chloride (6 N). The resulting solution was extracted with 320 mL of ethyl acetate and the organic layers combined dried over anhydrous Na.sub.2SO.sub.4, then concentrated under vacuum. This resulted in 260 mg (63%) of the title compound as a yellow solid. MS-ESI: 215.1 (M1).

    ##STR00594##

    ##STR00595##

    2-(2,6-Diethyl-4-fluorophenyl)acetic acid

    [2101] Intermediate 64 was prepared using the similar procedures for converting compound 74 to Intermediate 49 shown in Scheme AA. MS-ESI: 209.1 (M1).

    ##STR00596##

    ##STR00597##

    2-(2-Cyclopropyl-6-i sopropylphenyl)acetic acid

    [2102] Step 1: Ethyl 2-(2,6-dibromophenyl)acetate

    [2103] Into a 250-mL round-bottom flask, was placed 2-(2,6-dibromophenyl)acetic acid (3.1 g, 10.55 mmol), EtOH (80 mL). This was followed by the addition of sulfuroyl dichloride (4 g, 33.61 mmol) dropwise with stirring at 0 C. The resulting solution was stirred overnight at 60 C. and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 3.4 g (crude) of the title compound as colorless oil. MS-ESI: 322.9, 320.9, 324.9 (M+1).

    [2104] Step 2: Ethyl 2-(2-bromo-6-(prop-1-en-2-yl)phenyl)acetate

    [2105] Into a 250-mL round-bottom flask purged with and maintained under nitrogen, was placed ethyl 2-(2,6-dibromophenyl)acetate (3.4 g, 10.6 mmol), dioxane (90 mL), water (20 mL), Cs.sub.2CO.sub.3 (3.6 g, 11.1 mmol), 4,4,5,5-tetramethyl-2-(prop-1-en-2-yl)-1,3,2-dioxaborolane (2.06 g, 12.3 mmol), Pd(dppf)Cl.sub.2 (320 mg, 0.44 mmol). The resulting solution was stirred for 7.5 h at 50 C. and then quenched by the addition of 30 mL of water. The resulting solution was extracted with 350 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, and then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:5 to 1:3). This resulted in 920 mg (31%) of the title compound as light yellow oil. MS-ESI: 283.0, 285.0 (M+1).

    [2106] Step 3: Ethyl 2-(2-cyclopropyl-6-(prop-1-en-2-yl)phenyl)acetate

    [2107] Into a 100-mL round-bottom flask purged with and maintained under nitrogen, was placed ethyl 2-(2-bromo-6-(prop-1-en-2-yl)phenyl)acetate (300 mg, 1.06 mmol), dioxane (10 mL), cyclopropylboronic acid (180 mg, 2.10 mmol), K.sub.3PO.sub.4 (429 mg, 2.02 mmol), Pd(dppf)Cl.sub.2 (43 mg, 0.06 mmol). The resulting solution was stirred for 5 h at 110 C. and then was quenched by the addition of 30 mL of water. The resulting solution was extracted with 350 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, and then concentrated under vacuum. The residue was applied onto a silica gel column and eluted with ethyl acetate/petroleum ether (1:3 to 1:1). This resulted in 228 mg (88%) of the title compound as light yellow oil. MS-ESI: 245.1 (M+1).

    [2108] Step 4: Ethyl 2-(2-cyclopropyl-6-isopropylphenyl)acetate

    [2109] Into a 250-mL round-bottom, was placed ethyl 2-(2-cyclopropyl-6-(prop-1-en-2-yl)phenyl)acetate (228 mg, 0.93 mmol), MeOH (10 mL). Then Pd/C (10% wt, 50 mg) was added. The flask was evacuated and flushed three times with hydrogen. The resulting solution was stirred for 3.5 h at RT under an atmosphere of hydrogen. The solids were filtered out. The resulting mixture was concentrated under vacuum. This resulted in 162 mg (70%) of the title compound as colorless oil. MS-ESI: 247.1 (M+1).

    [2110] Step 5: 2-(2-Cyclopropyl-6-isopropylphenyl)acetic acid

    [2111] Into a 100-mL round-bottom flask, was placed ethyl 2-(2-cyclopropyl-6-isopropylphenyl)acetate (162 mg, 0.66 mmol), MeOH (10 mL), water (2 mL), LiOH (200 mg, 8.35 mmol). The resulting solution was stirred for 5 h at RT and then was concentrated under vacuum. The resulting solution was diluted with 10 mL of 1 N hydrogen chloride. The resulting solution was extracted with 310 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, and then concentrated under vacuum. This resulted in 140 mg (98%) of the title compound as a light yellow solid. MS-ESI: 217.1 (M1).

    Example 1

    [2112] ##STR00598##

    2-(1,2,3,5,6,7-Hexahydros-indacen-4-yl)-N-(4-(2-hydroxypropan-2-yl)furan-2-ylsulfonyl)acetamide (Scheme A)

    [2113] Into a 50-mL round-bottom flask purged with and maintained under nitrogen, was placed 2-(1,2,3,5,6,7-hexahydros-indacen-4-yl)acetic acid (125 mg, 0.58 mmol), DMF (5 mL), CDI (113 mg, 0.70 mmol). The resulting solution was stirred for 1 h at RT and then to the above was added 4-(2-hydroxypropan-2-yl)furan-2-sulfonamide (119 mg, 0.58 mmol), DBU (0.11 mL). The resulting solution was stirred for 3 h at RT and then was diluted with 10 mL of water. The resulting solution was extracted with 310 mL of ethyl acetate and the organic layers combined and concentrated under vacuum. The crude product was purified by Prep-HPLC using method E eluted with a gradient of 3040% ACN. This resulted in 59.9 mg (26%) of the title compound as a white solid. MS-ESI: 402.0 (M1). .sup.1H NMR (400 MHz, MeOD-d.sub.4) 7.44 (s, 1H), 6.86 (s, 1H), 6.84 (s, 1H), 3.48 (s, 2H), 2.89-2.65 (m, 8H), 2.10-1.90 (m, 4H), 1.45 (s, 6H).

    Example 2

    [2114] ##STR00599##

    2-(2,6-Diisopropylphenyl)-N-(5-(2-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)acetamide(Scheme B)

    [2115] Into a 50-mL round-bottom flask, was placed 2-(2,6-diisopropylphenyl)acetic acid (60 mg, 0.27 mmol), DMF (5 mL), HBTU (124 mg, 0.33 mmol), DIEA (105 mg, 0.81 mmol), 5-(2-hydroxypropan-2-yl)thiazole-2-sulfonamide (67 mg, 0.30 mmol). The resulting solution was stirred overnight at RT and then was concentrated under vacuum. The crude product was purified by Prep-HPLC using method E eluted with a gradient of 2143% ACN. This resulted in 44.3 mg (38%) of the title compound as a white solid. MS-ESI: 423.2 (M1). .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.60 (s, 1H), 7.18-7.00 (m, 3H), 3.76 (s, 2H), 3.14 (hept, J=6.6 Hz, 2H), 1.59 (s, 6H), 1.14 (d, J=6.6 Hz, 12H).

    Example 3

    [2116] ##STR00600##

    2-(1,2,3,5,6,7-Hexahydros-indacen-4-yl)-N-(5-(2-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)acetamide (Scheme C)

    [2117] Into a 50-mL round-bottom flask purged with and maintained under nitrogen, was placed 2-(1,2,3,5,6,7-hexahydros-indacen-4-yl)acetic acid (500 mg, 2.31 mmol), DCM (20 mL), DIEA (900 mg, 6.96 mmol), HATU (1.06 g, 2.79 mmol). The resulting solution was stirred for 0.5 h at RT and then to the above was added 5-(2-hydroxypropan-2-yl)thiazole-2-sulfonamide (570 mg, 2.56 mmol). The resulting solution was stirred for 2 h at RT and then was quenched by the addition of 15 mL of water. The resulting solution was extracted with 230 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, and then concentrated under vacuum. The crude product was purified by Prep-HPLC using method E eluted with a gradient of 2550% ACN. This resulted in 293.2 mg (30%) of the title compound as a yellow solid. MS-ESI: 421.1 (M+1). .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.61 (s, 1H), 6.84 (s, 1H), 3.50 (s, 2H), 2.86-2.66 (m, 8H), 2.10-1.90 (m, 4H), 1.57 (s, 6H).

    Example 4

    [2118] ##STR00601##

    2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(1-hydroxy-2-methylpropan-2-yl)thiazol-2-ylsulfonyl)acetamide Scheme D)

    [2119] ##STR00602##

    [2120] Step 1: N-(5-(1-(tert-butyldimethylsilyloxy)-2-methylpropan-2-yl)thiazol-2-ylsulfonyl)-2-(4-fluoro-2,6-diisopropylphenyl)acetamide

    [2121] Into a 50-mL round-bottom flask, was placed 2-(4-fluoro-2,6-diisopropylphenyl)acetic acid (100 mg, 0.42 mmol), DMF (5 mL), EDCI (121 mg, 0.63 mmol), HOBt (85 mg, 0.63 mmol), DMAP (5 mg, 0.04 mmol). The resulting solution was stirred for 20 min at RT and then to the above was added 5-(1-(tert-butyldimethylsilyloxy)-2-methylpropan-2-yl)thiazole-2-sulfonamide (147 mg, 0.42 mmol). The resulting solution was stirred for 3 h at RT and then was diluted with 10 mL of water. The resulting solution was extracted with 210 mL of DCM and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, and then concentrated under vacuum. This resulted in 150 mg (crude, 63%) of the title compound as brown oil. MS-ESI: 569.2 (M1).

    [2122] Step 2: 2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(1-hydroxy-2-methylpropan-2-yl)thiazol-2-ylsulfonyl)acetamide

    [2123] Into a 50-mL round-bottom flask, was placed N-(5-(1-(tert-butyldimethylsilyloxy)-2-methylpropan-2-yl)thiazol-2-ylsulfonyl)-2-(4-fluoro-2,6-diisopropylphenyl)acetamide (150 mg, 0.26 mmol), HCl/dioxane (4 M, 5 mL). The resulting solution was stirred for 3 h at RT and then was concentrated under vacuum. The crude product was purified by Prep-HPLC using method E eluted with a gradient of 1560% ACN. This resulted in 117.3 mg (78%) of the title compound as a white solid. MS-ESI: 455.1 (M1). .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.64 (s, 1H), 6.74 (d, J=10.2 Hz, 2H), 3.73 (s, 2H), 3.45 (s, 2H), 3.10-2.90 (m, 2H), 1.33 (s, 6H), 1.09 (d, J=6.9 Hz, 12H).

    Example 5

    [2124] ##STR00603##

    2-(8-Chloro-1,2,3,5,6,7-hexahydros-indacen-4-yl)-N-(5-(2-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)acetamide (Scheme E)

    [2125] Into a 50-mL round-bottom flask, was placed 2-(8-chloro-1,2,3,5,6,7-hexahydros-indacen-4-yl)acetic acid (60 mg, 0.27 mmol), DCM (3 mL), DMF (0.05 mL). This was followed by the addition of oxalic dichloride (0.5 mL) dropwise with stirring at RT. The resulting solution was stirred for 30 min at RT and then was concentrated under vacuum. The above mixture diluted in DCM (1 mL) was added to a solution of 5-(2-hydroxypropan-2-yl)thiazole-2-sulfonamide (60 mg, 0.27 mmol) and TEA (0.2 mL) in DCM (3 mL) dropwise with stirring at RT. The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The crude product was purified by Prep-HPLC using method E eluted with a gradient of 3050% ACN. This resulted in 26.7 mg (37%) of the title compound as a white solid. MS-ESI: 455.1 (M+1). .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.66 (s, 1H), 3.51 (s, 2H), 2.95-2.78 (m, 8H), 2.15-1.95 (m, 4H), 1.61 (s, 6H).

    TABLE-US-00006 TABLE 5 Example in the following table was prepared using similar conditions as described in Example 3 and Scheme C from appropriate starting materials. Final Mass Example Target Spec # Number IUPAC Name [M + H].sup.+ 6 128 2-(4-cyano-2,6-diisopropylphenyl)- 450.1 N-(5-(2-hydroxypropan-2-yl)thiazol- 2-ylsulfonyl)acetamide

    TABLE-US-00007 TABLE 6 Examples in the following table were prepared using similar conditions as described in Example 5 and Scheme E from appropriate starting materials. Final Mass Example Target Spec # Number IUPAC Name [M H].sup. 7 116 2-(1,2,3,5,6,7-hexahydro- 418.1 sindacen-4-yl)-N-(4-(2- hydroxypropan-2-yl)thiophen-2- ylsulfonyl)acetamide 8 117 2-(2,6-diisopropylphenyl)-N-(4-(2- 422.1 hydroxypropan-2-yl)thiophen-2- ylsulfonyl) acetamide 9 129 2-(4-fluoro-2,6- 440.1 diisopropylphenyl)-N-(4-(2- hydroxypropan-2-yl)thiophen- 2-ylsulfonyl)acetamide 10 130 2-(4-cyano-2,6- 447.2 diisopropylphenyl)-N-(4-(2- hydroxypropan-2-yl)thiophen- 2-ylsulfonyl)acetamide 11 103 2-(3-fluoro-2,6- 440.0 diisopropylphenyl)-N-(4-(2- hydroxypropan-2-yl)thiophen- 2-ylsulfonyl)acetamide 12 131 2-(4-chloro-3,5-difluoro-2,6- 492.1 diisopropylphenyl)-N-(4-(2- hydroxypropan-2-yl) thiophen-2-ylsulfonyl)acetamide 13 132 2-(4-fluoro-2,6- 440.1 diisopropylphenyl)-N- (5-(2-hydroxypropan-2-yl) thiophen-2-ylsulfonyl)acetamide 14 133 2-(2,6-diisopropylphenyl)-N-(4-(1- 420.2 hydroxycyclopropyl)thiophen-2- ylsulfonyl) acetamide 15 134 2-(4-fluoro-2,6- 438.1 diisopropylphenyl)-N-(4-(1- hydroxycyclopropyl)thiophen- 2-ylsulfonyl)acetamide 16 135 2-(4-cyano-2,6- 445.2 diisopropylphenyl)-N-(4-(1- hydroxycyclopropyl)thiophen- 2-ylsulfonyl)acetamide 17 136 2-(4-fluoro-2,6- 454.1 diisopropylphenyl)-N-(4-(2- hydroxypropan-2-yl)-5- methylthiophen-2-ylsulfonyl)acetamide 18 137 2-(4-fluoro-2,6- 438.2 diisopropylphenyl)-N-(4-(2- hydroxypropan-2-yl)-5- methylfuran- 2-ylsulfonyl)acetamide 19 138 2-(4-fluoro-2,6- 454.1 diisopropylphenyl)-N-(4-(2- hydroxypropan-2-yl)-3- methylthiophen-2-ylsulfonyl)acetamide 20 139 2-(4-chloro-3,5-difluoro-2,6- 476.1 diisopropylphenyl)-N-(4-(2- hydroxypropan-2-yl)furan-2- ylsulfonyl)acetamide

    TABLE-US-00008 TABLE 7 Examples in the following table were prepared using similar conditions as described in Example 5 and Scheme E from appropriate starting materials. Final Mass Example Target Spec # Number IUPAC Name [M H].sup. 21 140 2-(2,6-diisopropylphenyl)-N-(4-(2- 418.3 hydroxypropan-2-yl)phenylsulfonyl) (M + 1) acetamide 22 141 2-(2,6-diisopropylphenyl)-N-(3-(2- hydroxypropan-2-yl)-5-(pyridin-4-yl) 493.2 phenylsulfonyl)acetamide 23 142 2-(2,6-diisopropylphenyl)-N-(5-(2- 492.2 hydroxypropan-2-yl)biphenyl- 3-ylsulfonyl)acetamide 24 143 N-(3,5-bis(2-hydroxypropan-2-yl) 440.1 phenylsulfonyl)-2- (M 2OH) (2,6-diisopropylphenyl)acetamide 25 144 2-(4-fluoro-2,6-diisopropylphenyl)-N- 434.0 (3-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 26 145 2-(4-cyano-2,6-diisopropylphenyl)-N- 441.2 (3-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 27 146 N-(3-chloro-5-(2-hydroxypropan-2-yl) 468.1 phenylsulfonyl)-2-(4-fluoro-2,6- diisopropylphenyl)acetamide 28 147 N-(3-chloro-5-(2-hydroxypropan-2-yl) 475.2 phenylsulfonyl)-2-(4-cyano-2,6- diisopropylphenyl)acetamide 29 148 2-(4-fluoro-2,6-diisopropylphenyl)- 511.2 N-(3-(2-hydroxypropan-2-yl)-5- (pyridin-4-yl)phenylsulfonyl) acetamide 30 149 N-(3,5-bis(2-hydroxypropan-2-yl) 492.2 phenylsulfonyl)-2-(4-fluoro-2,6- diisopropylphenyl)acetamide 31 150 N-(3,5-bis(2-hydroxypropan-2-yl) 499.2 phenylsulfonyl)-2-(4-cyano-2,6- diisopropylphenyl)acetamide 32 151 2-(4-fluoro-2,6-diisopropylphenyl)- 510.2 N-(5-(2-hydroxypropan-2- yl)biphenyl- 3-ylsulfonyl)acetamide 33 152 2-(4-cyano-2,6-diisopropylphenyl)-N- 517.31 (5-(2-hydroxypropan-2-yl)biphenyl- 3-ylsulfonyl)acetamide 34 153 2-(4-fluoro-2,6-diisopropylphenyl)- 434.2 N-(4-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 35 154 2-(4-cyano-2,6-diisopropylphenyl)- 441.2 N-(4-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 36 155 2-(4-fluoro-2,6-diisopropylphenyl)- 435.1 N-(6-(2-hydroxypropan-2-yl) pyridin-3-ylsulfonyl)acetamide 37 156 2-(4-cyano-2,6-diisopropylphenyl)- 442.2 N-(6-(2-hydroxypropan-2-yl) pyridin-3-ylsulfonyl)acetamide 38 157 2-(4-fluoro-2,6-diisopropylphenyl)- 521.3 N-(3-(2-hydroxypropan-2-yl)-5- (M + 1) morpholinophenylsulfonyl)acetamide 39 158 N-(4-pentafluorophenylsulfonyl)-2- 502.1 (4-fluoro-2,6- diisopropylphenyl)acetamide 40 159 2-(4-fluoro-2,6-diisopropylphenyl)- 427.1 N- (quinolin-3-ylsulfonyl)acetamide2- (4-fluoro-2,6-diisopropylphenyl)-N- (quinolin-3-ylsulfonyl)acetamide 41 160 N-(benzofuran-2-ylsulfonyl)-2- 416.1 (4-fluoro-2,6- diisopropylphenyl)acetamide 42 161 2-(3-fluoro-2,6-diisopropylphenyl)- 434.2 N-(3-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 43 162 2-(3-fluoro-2,6-diisopropylphenyl)- 434.2 N-(4-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 44 163 2-(4-fluoro-2,6-diisopropylphenyl)- 448.2 N- (3-(2-hydroxypropan-2-yl)-2- methylphenylsulfonyl)acetamide 45 164 2-(4-fluoro-2,6-diisopropylphenyl)- 448.2 N-(3-(2-hydroxypropan-2-yl)-4- methylphenylsulfonyl)acetamide 46 165 2-(4-fluoro-2,6-diisopropylphenyl)- 448.2 N- (3-(2-hydroxypropan-2-yl)-5- methylphenylsulfonyl)acetamide 47 166 2-(4-fluoro-2,6-diisopropylphenyl)-N- 450.2 (4-(2-hydroxypropan-2-yl)-3- (M + 1) methylphenylsulfonyl)acetamide 48 167 2-(4-fluoro-2,6-diisopropylphenyl)- 448.2 N-(4-(2-hydroxypropan-2-yl)-2- methylphenylsulfonyl)acetamide 49 168 2-(4-fluoro-2,6-diisopropylphenyl)- 452.3 N- (1-fluoro-3-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 50 169 2-(4-fluoro-2,6-diisopropylphenyl)- 452.3 N- (2-fluoro-3-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 51 170 2-(4-fluoro-2,6-diisopropylphenyl)- 452.3 N- (3-fluoro-5-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 52 171 2-(4-fluoro-2,6-diisopropylphenyl)- 452.3 N-(2-fluoro-5-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 53 172 2-(4-fluoro-2,6-diisopropylphenyl)- 452.2 N- (3-fluoro-4-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 54 173 2-(4-fluoro-2,6-diisopropylphenyl)- 452.2 N- (2-fluoro-4-(2-hydroxypropan-2-yl) phenylsulfonyl)acetamide 55 174 N-(5-acetyl-2-fluorophenylsulfonyl)- 438.2 2- (M + 1) fluoro-2,6- diisopropylphenyl)acetamide 56 175 2-(4-fluoro-2,6-diisopropylphenyl)- 482.3 N- (2-fluoro-5-(2-methyl-1,3-dioxolan- (M + 1) 2-yl)phenylsulfonyl)acetamide 57 176 2-(8-fluoro-1,2,3,5,6,7-hexahydros- 478.4 indacen-4-yl)-N-(2-fluoro-5-(2- (M + 1) methyl-1,3-dioxolan-2-yl) phenylsulfonyl)acetamide 58 177 2-(4-fluoro-2,6-diisopropylphenyl)- 454.1 N- (4-(methylsulfonyl) phenylsulfonyl)acetamide 59 178 2-(4-fluoro-2,6-diisopropylphenyl)- 454.1 N- (3-(methylsulfonyl) phenylsulfonyl)acetamide 60 179 N-(4-(1H-pyrazol-1- 444.2 yl)phenylsulfonyl)-2-(4-fluoro-2,6- (M + 1) diisopropylphenyl)acetamide

    TABLE-US-00009 TABLE 8 Examples in the following table were prepared using similar conditions as described in Example 5 and Scheme E from appropriate starting materials. Final Mass Example Target Spec # Number IUPAC Name [M H].sup. 61 114 2-(4-chloro-2,6- 424.0 diisopropylphenyl)-N-(1- isopropyl-1H-pyrazol- 3-ylsulfonyl)acetamide 62 180 2-(4-fluoro-2,6-diisopropylphenyl)- 408.2 N- (1-isopropyl-1H-pyrazol- 3-ylsulfonyl)acetamide 63 181 2-(2,6-diisopropylphenyl)-N-(5-(2- 482.2 hydroxypropan-2-yl)-1-phenyl-1H- pyrazol-3-ylsulfonyl)acetamide 64 182 2-(4-fluoro-2,6-diisopropylphenyl)-N- 502.2 (5-(2-hydroxypropan-2-yl)-1-phenyl- (M + 1) 1H-pyrazol-3-ylsulfonyl)acetamide 65 183 2-(4-cyano-2,6-diisopropylphenyl)- 507.2 N-(5-(2-hydroxypropan-2-yl)-1-phenyl- 1H-pyrazol-3-ylsulfonyl)acetamide 66 184 2-(2,6-diisopropylphenyl)- 422.2 N-(5-(2- (M + 1) hydroxypropan-2-yl)-1-methyl- 1H-pyrazol-3-ylsulfonyl)acetamide 67 185 2-(4-fluoro-2,6-diisopropylphenyl)- 438.2 N-(5-(2-hydroxypropan-2-yl)-1-methyl- 1H-pyrazol-3-ylsulfonyl)acetamide 68 186 2-(4-cyano-2,6-diisopropylphenyl)- 445.2 N-(5-(2-hydroxypropan-2-yl)-1-methyl 1H-pyrazol-3-ylsulfonyl)acetamide

    TABLE-US-00010 TABLE 9 Examples in the following table were prepared using similar conditions as described in Example 5 and Scheme E from appropriate starting materials. Final Mass Example Target Spec # Number IUPAC Name [M H].sup. 69 187 2-(8-fluoro-1,2,3,5,6,7-hexahydros- 439.1 indacen-4-yl)-N-(5-(2-hydroxypropan- (M + 1) 2-yl)thiazol-2-ylsulfonyl)acetamide 70 108 2-(4-chloro-2,6-diisopropylphenyl)-N- 459.1 (5-(2-hydroxypropan-2-yl)thiazol- (M + 1) 2-ylsulfonyl)acetamide 71 109 2-(3-fluoro-2,6-diisopropylphenyl)-N- 443.1 (5-(2-hydroxypropan-2-yl)thiazol- (M + 1) 2-ylsulfonyl)acetamide 72 188 2-(2,6-diisopropyl-4-(trifluoromethyl) 491.1 phenyl)-N-(5-(2-hydroxypropan-2-yl) thiazol-2-ylsulfonyl)acetamide 73 189 2-(4-fluoro-2,6-diisopropylphenyl)- 457.0 N-(5-(2-methoxypropan-2-yl)thiazol- (M + 1) 2-ylsulfonyl)acetamide 74 190 2-(4-cyano-2,6-diisopropylphenyl)- 464.1 N-(5-(2-methoxypropan-2-yl) (M + 1) thiazol-2-ylsulfonyl)acetamide 75 191 2-(4-fluoro-2,6-diisopropylphenyl)-N- 441.1 (2-(2-hydroxypropan-2-yl) thiazol-5-ylsulfonyl)acetamide 76 192 2-(3,4-difluoro-2,6- 461.0 diisopropylphenyl)-N-(5-(2- (M + 1) hydroxypropan-2-yl) thiazol-2-ylsulfonyl)acetamide 77 193 2-(3,5-difluoro-2,6- 459.1 diisopropylphenyl)-N-(5-(2- hydroxypropan-2-yl) thiazol-2-ylsulfonyl)acetamide 78 194 2-(2,6-dicyclopropylphenyl)-N- 420.9 (5-(2-hydroxypropan-2-yl) (M + 1) thiazol-2-ylsulfonyl)acetamide 79 195 2-(4-chloro-2-isopropyl-6- 483.1 (trifluoromethyl)phenyl)-N-(5-(2- hydroxypropan-2-yl) thiazol-2-ylsulfonyl)acetamide 80 196 2-(2-cyclopropyl-6-isopropylphenyl)- 421.1 N-(5-(2-hydroxypropan-2-yl)thiazol- 2-ylsulfonyl)acetamide 81 197 2-(4-fluoro-2,6-diisopropylphenyl)-N- 441.1 (4-(2-hydroxypropan-2-yl) thiazol-2-ylsulfonyl)acetamide 82 198 2-(4-cyano-2,6-diisopropylphenyl)-N- 448.1 (4-(2-hydroxypropan-2-yl) thiazol-2-ylsulfonyl)acetamide 83 199 2-(4-chloro-3,5-difluoro-2,6- 493.1 diisopropylphenyl)-N- (5-(2-hydroxypropan-2-yl) thiazol-2-ylsulfonyl)acetamide 84 200 2-(4-fluoro-2,6-diisopropylphenyl)-N- 427.3 (5-isopropylthiazol- (M + 1) 2-ylsulfonyl)acetamide 85 201 2-(2,6-diisopropyl-4- 507.1 (trifluoromethoxy) phenyl)-N-(5-(2-hydroxypropan-2-yl) thiazol-2-ylsulfonyl)acetamide 86 202 2-(2,6-diethyl-4-fluorophenyl)-N-(5- 415.1 (2-hydroxypropan-2-yl)thiazol- (M + 1) 2-ylsulfonyl)acetamide 87 203 2-(2-chloro-5- 442.9 (trifluoromethyl)phenyl)-N-(5-(2- (M + 1) hydroxypropan-2-yl)thiazol- 2-ylsulfonyl)acetamide 88 204 2-(3,5-dichloro-2-methoxyphenyl)-N- 438.9 (5-(2-hydroxypropan-2-yl)thiazol- (M + 1) 2-ylsulfonyl)acetamide

    Example 89

    [2126] ##STR00604##

    2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(2-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)acetamide (Scheme E)

    [2127] ##STR00605##

    [2128] Step 1: 2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(2-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)acetamide

    [2129] Into a 50-mL round-bottom flask was placed 2-(4-fluoro-2,6-diisopropylphenyl)acetic acid (80 mg, 0.34 mmol), DCM (4 mL), DMF (0.05 mL). This was followed by the addition of oxalyl chloride (0.5 mL) dropwise with stirring at RT. The solution was stirred for 30 min at RT and then was concentrated under vacuum. The above mixture diluted in DCM (1 mL) was added to a solution of 5-(2-hydroxypropan-2-yl)thiazole-2-sulfonamide (80 mg, 0.36 mmol) and TEA (0.2 mL) in DCM (3 mL) dropwise with stirring at RT. The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The crude product was purified by Prep-HPLC using method E eluted with a gradient of 1968% ACN. This resulted in 82.5 mg (56%) of Example 89 as a white solid. MS-ESI: 443.2 (M+1). .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.79 (s, 1H), 6.77 (d, J=10.2 Hz, 2H), 3.80 (s, 2H), 3.00-2.80 (m, 2H), 1.58 (s, 6H), 1.08 (d, J=6.6 Hz, 12H).

    [2130] Step 2: 2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(2-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)-N-methyl acetamide

    [2131] Into a 50-mL round-bottom flask purged with and maintained under nitrogen, was placed 2-(4-fluoro-2,6-diisopropylphenyl)-N-(5-(2-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)acetamide (80 mg, 0.18 mmol), ACN (5 mL), potassium carbonate (50 mg, 0.36 mmol), CH.sub.3I (50 mg, 0.35 mmol). The resulting solution was stirred for 4 h at 80 C. and then was concentrated under vacuum. The crude product was purified by Prep-HPLC using method E eluted with a gradient of 5580% ACN. This resulted in 22.9 mg (28%) of Example 90 as a yellow solid. MS-ESI: 457.0 (M+1). .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.89 (s, 1H), 6.80 (d, J=10.2 Hz, 2H) 4.30 (s, 2H), 3.37 (s, 3H), 2.90-2.70 (m, 2H), 1.63 (s, 6H), 1.09 (d, J=6.6 Hz, 12H).

    Example 91

    [2132] ##STR00606##

    2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(hydroxymethyl)thiazol-2-ylsulfonyl)acetamide

    [2133] ##STR00607##

    [2134] Step 1: N-(5-((tert-butyldiphenylsilyloxy)methyl)thiazol-2-ylsulfonyl)-2-(4-fluoro-2,6-diisopropylphenyl)acetamide

    [2135] Into a 50-mL round-bottom flask, was placed 2-(4-fluoro-2,6-diisopropylphenyl)acetic acid (93 mg, 0.39 mmol), DCM (5 mL), DMF (0.05 mL). This was followed by the addition of oxalyl chloride (0.5 mL) dropwise with stirring at RT. The solution was stirred for 30 min at RT and then was concentrated under vacuum. The above mixture diluted in DCM (1 mL) was added to a solution of 5-((tert-butyldiphenylsilyloxy)methyl)thiazole-2-sulfonamide (169 mg, 0.39 mmol) and TEA (0.2 mL) in DCM (3 mL) dropwise with stirring at RT. The resulting solution was stirred for 2 h at RT and diluted with 5 mL of water. The resulting solution was extracted with 35 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, and then concentrated under vacuum. This resulted in 200 mg (78%) of the title compound as a yellow solid. MS-ESI: 651.2 (M1).

    [2136] Step 2: 2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(hydroxymethyl)thiazol-2-ylsulfonyl)acetamide

    [2137] Into a 50-mL round-bottom flask, was placed N-(5-((tert-butyldiphenylsilyloxy)methyl)thiazol-2-ylsulfonyl)-2-(4-fluoro-2,6-diisopropylphenyl)acetamide (200 mg, 0.31 mmol), THF (5 mL), TBAF (160 mg, 0.61 mmol). The resulting solution was stirred for 5 h at RT and then was concentrated under vacuum. The residue was applied onto a silica gel column and eluted with DCM/MeOH (50:1 to 20:1). The crude product was purified by Prep-HPLC using method E eluted with a gradient of 2055% ACN. This resulted in 33.0 mg (26%) of the title compound as a white solid. MS-ESI: 413.1 (M1). .sup.1H NMR (300 MHz, MeOD-d.sub.4) 7.69 (s, 1H), 6.75 (d, J=13.6 Hz, 2H), 4.78 (s, 2H), 3.74 (s, 2H), 3.20-3.00 (m, 2H), 1.12 (d, J=7.2 Hz, 12H)

    TABLE-US-00011 TABLE 10 Examples in the following table were prepared using similar conditions as described in Example 91 and Scheme E from appropriate starting materials. Final Mass Example Target Spec # Number IUPAC Name [M H].sup. 92 207 2-(4-fluoro-2,6- 429.1 diisopropylphenyl)- (M + 1) N-(5-(1-hydroxyethyl)thiazol- 2-ylsulfonyl)acetamide 93 208 2-(4-cyano-2,6-diisopropylphenyl)- 436.1 N-(5-(1-hydroxyethyl)thiazol- (M + 1) 2-ylsulfonyl)acetamide 94 209 2-(4-fluoro-2,6- 464.2 diisopropylphenyl)-N-(3- (hydroxymethyl)-4-(2- hydroxypropan-2-yl) phenylsulfonyl)acetamide 95 210 2-(4-cyano-2,6- 471.2 diisopropylphenyl)-N-(3- (hydroxymethyl)-4-(2- hydroxypropan-2-yl) phenylsulfonyl)acetamide

    Example 96

    [2138] ##STR00608##

    2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(1-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)acetamide

    [2139] ##STR00609##

    [2140] Step 1: N-(5-(1-(tert-butyldimethylsilyloxy)propan-2-yl)thiazol-2-ylsulfonyl)-2-(4-fluoro-2,6-diisopropyl phenyl)acetamide

    [2141] Into a 50-mL round-bottom flask, was placed 2-(4-fluoro-2,6-diisopropylphenyl)acetic acid (57 mg, 0.24 mmol), DCM (2 mL), and DMF (0.05 mL). This was followed by the addition of oxalic dichloride (0.5 mL) dropwise with stirring at RT. The resulting solution was stirred for 30 min at RT and then was concentrated under vacuum. The mixture diluted in DCM (1 mL) was added to a solution of 5-(1-(tert-butyldimethylsilyloxy)propan-2-yl)thiazole-2-sulfonamide (80 mg, 0.24 mmol) and TEA (0.2 mL) in DCM (2 mL) dropwise with stirring at RT. The resulting solution was stirred for 1 h at RT and then was diluted with 5 mL of water. The resulting solution was extracted with 35 mL of ethyl acetate and the organic layers combined and dried over anhydrous Na.sub.2SO.sub.4, and then concentrated under vacuum. This resulted in 120 mg (90%) of the title compound as a white solid. MS-ESI: 555.2 (M1).

    [2142] Step 2: 2-(4-Fluoro-2,6-diisopropylphenyl)-N-(5-(1-hydroxypropan-2-yl)thiazol-2-ylsulfonyl)acetamide

    [2143] Into a 50-mL round-bottom flask, was placed N-(5-(1-(tert-butyldimethylsilyloxy)propan-2-yl)thiazol-2-ylsulfonyl)-2-(4-fluoro-2,6-diisopropylphenyl)acetamide (120 mg, 0.22 mmol), HCl/dioxane (4 M, 3 mL). The resulting solution was stirred for 2 h at RT and then was concentrated under vacuum. The crude product was purified by Prep-HPLC using method E eluted with a gradient of 2550% ACN. This resulted in 29.4 mg (31%) of the title compound as a white solid. MS-ESI: 443.2 (M+1). .sup.1H NMR (400 MHz, MeOD-d.sub.4) 7.80 (s, 1H), 6.80 (d, J=10.0 Hz, 2H), 3.82 (s, 2H), 3.62-3.72 (m, 1H), 3.62-3.53 (m, 1H), 3.30-3.20 (m, 1H), 3.00-2.80 (m, 2H), 1.34 (d, J=7.2 Hz, 3H), 1.10 (d, J=7.2 Hz, 12H).

    TABLE-US-00012 TABLE 11 Example in the following table was prepared using similar conditions as described in Example 96 and Scheme E from appropriate starting materials. Final Mass Example Target Spec # Number IUPAC Name [M H].sup. 97 212 2-(4-fluoro-2,6-diisopropylphenyl)- 427.1 N-(5-(2-hydroxyethyl) thiazol-2-ylsulfonyl)acetamide

    [2144] The following compounds were prepared using procedures analogous to those described herein for other compounds using functional group transformations that are known to the skilled artisan:

    TABLE-US-00013 Final Target Mass Number Structure IUPAC Name Spec 213 [00610]embedded image 2-(4-fluoro-2,6-diisopropylphenyl)- N-(5-(dimethylaminomethyl)thiazol- 2-ylsulfonyl)acetamide 442.2 214 [00611]embedded image 2-(4-fluoro-2,6-diisopropylphenyl)-N- (4-dimethylaminomethyl) phenylsulfonyl)acetamide 435.2 215 [00612]embedded image 2-(4-fluoro-2,6-diisopropylphenyl)-N- (3-dimethylaminomethyl) phenylsulfonyl)acetamide 435.2

    [2145] The following protocols are suitable for testing the activity of the compounds dislcosed herein.

    [2146] Bioassay 1:

    [2147] IL-1 Production in PMA-Differentiated THP-1 Cells Stimulated with Gramicidin.

    [2148] Cell culture-THP-1 cells were purchased from the American Type Culture Collection and sub-cultured according to instructions from the supplier. Prior to experiments, cells were cultured in RPMI 1640 containing 10% heat inactivated FBS, penicillin (100 units/ml) and streptomycin (100 g/ml), and maintained in log phase prior to experimental setup. Prior to the experiment THP-1 were treated with PMA (Phorbol 12-myristate 13-acetate) (10 g/ml) for 24 hours. The day of the experiment the media was removed and attaching cells were treated with trypsin for 2 minutes, cells were then collected, washed with PBS (phosphate buffer saline), spin down, resuspended in 2% heat inactivated FBS with RPMI at a concentration of 1106 cells/ml, and 100 ul was plated in a 96 well plate. Cells were incubated with compounds for 1 hours and then stimulated with Gramicidin (5 M) (Enzo) for 2 hours. Cell free supernatant was collected and the production of IL-1 was evaluated by ELISA. Compounds were dissolved in dimethyl sulfoxide (DMSO) and added to the culture medium to achieve desired concentration (e.g. 100, 30, 10, 3, 1, 0.3 or 0.1 M). A vehicle only control was run concurrently with each experiment. Final DMSO concentration was 1%. Compounds exhibit a dose-related inhibition of IL-1 production in PMA-differentiated THP-1 cells.

    [2149] Bioassay 2:

    [2150] IL-1 Production in PMA-Differentiated THP-1 Cells Stimulated with Gramicidin.

    [2151] THP-1 cells were purchased from the American Type Culture Collection and sub-cultured according to instructions from the supplier. Prior to experiments, cells were cultured in complete RPMI 1640 (containing 10% heat inactivated FBS, penicillin (100 units/ml) and streptomycin (100 g/ml)), and maintained in log phase prior to experimental setup. Prior to the experiment THP-1 were treated with PMA (Phorbol 12-myristate 13-acetate) (20 ng/ml) for 16-18 hours. On the day of the experiment the media was removed and adherent cells were detached with trypsin for 5 minutes. Cells were then harvested, washed with complete RPMI 1640, spun down, resuspended in RPMI 1640 (containing 2% heat inactivated FBS, penicillin (100 units/ml) and streptomycin (100 g/ml). The cells were plated in a 384-well plate at a density of 50,000 cells/well (final assay volume 50 l). Compounds were dissolved in dimethyl sulfoxide (DMSO) and added to the culture medium to achieve desired concentration (e.g. 100, 33, 11, 3.7, 1.2, 0.41, 0.14, 0.046, 0.015, 0.0051, 0.0017 M). Cells were incubated with compounds for 1 hour and then stimulated with gramicidin (5 M) (Enzo) for 2 hours. Cell free supernatant was collected and the production of IL-10 was evaluated by HTRF (cisbio). A vehicle only control was run concurrently with each experiment. Final DMSO concentration was 0.38%.

    [2152] Compounds exhibited a concentration-dependent inhibition of IL-10 production in PMA-differentiated THP-1 cells.

    [2153] Compounds tested with protocols 1 and 2 provided IC.sub.50 values that are within the variability of the assay.

    [2154] Tables 12 and 13 show the biological activity of compounds in hTHP-1 assay containing 2% bovine serum: <1 M=++++; 1 and <5 M=+++; 5 and <15 M=++; 15 and <60 M=+.

    TABLE-US-00014 TABLE 12 Average IC.sub.50 of compounds in hTHP-1 assay Example # Average IC.sub.50 1 ++ 2 +++ 3 + 4 ++ 5 + 6 +++ 7 ++ 8 ++++ 9 ++++ 10 ++++ 11 ++++ 12 ++++ 13 +++ 14 +++ 15 +++ 16 ++++ 17 +++ 18 +++ 19 +++ 20 ++++ 21 +++ 22 + 23 +++ 24 + 25 +++ 26 +++ 27 +++ 28 +++ 29 + 30 ++ 31 ++ 32 ++ 33 ++ 34 +++ 35 +++ 36 +++ 37 ++ 38 ++ 39 + 40 + 41 ++ 42 ++ 43 +++ 44 ++ 45 +++ 46 +++ 47 +++ 48 ++++ 49 ++ 50 +++ 51 ++ 52 +++ 53 ++++ 54 ++++ 55 +++ 56 ++++ 57 + 58 +++ 59 + 61 ++ 62 ++ 63 ++ 64 +++ 65 ++ 66 + 67 +++ 68 ++ 69 + 70 ++++ 71 +++ 72 +++ 73 +++ 74 ++ 75 ++++ 76 ++++ 77 +++ 78 ++ 79 + 80 ++ 81 + 82 + 83 ++++ 84 ++ 85 +++ 86 ++ 87 + 88 + 89 +++ 91 + 92 +++ 93 +++ 94 +++ 95 +++ 96 ++ 97 ++

    TABLE-US-00015 TABLE 13 Average IC.sub.50 of compounds in hTHP-1 assay Final Target Number Average IC.sub.50 213 ++ 214 ++++ 215 ++

    [2155] A number of embodiments of the invention have been described. Nevertheless, it will be understood that various modifications may be made without departing from the spirit and scope of the invention. Accordingly, other embodiments are within the scope of the following claims.