PYRAZOLE COMPOUNDS USEFUL AS PROTEIN KINASE INHIBITORS

1 - 26 . (canceled)

27 . A compound of formula IIa:

or a pharmaceutically acceptable derivative or prodrug thereof, wherein:

R y is Z—R 3′ or an optionally substituted group selected from C 1-6 aliphatic, C 6-10 aryl, a heteroaryl ring having 5-10 ring atoms, or a heterocyclyl ring having 5-10 ring atoms;

Q is selected from —N(R 4 )—, —O—, —S—, or —CH(R 6 )—;

R 1 is T-(Ring D);

Ring D is a 5-7 membered monocyclic ring or 8-10 membered bicyclic ring selected from aryl, heteroaryl, heterocyclyl or carbocyclyl, said heteroaryl or heterocyclyl ring having 1-4 ring heteroatoms selected from nitrogen, oxygen or sulfur, wherein each substitutable ring carbon of Ring D is independently substituted by oxo, T-R 5 , or V—Z—R 5 , and each substitutable ring nitrogen of Ring D is independently substituted by —R 4 ;

T is a valence bond or a C 1-4 alkylidene chain, wherein when Q is —CH(R 6 )—, a methylene unit of said C 1-4 alkylidene chain is optionally replaced by —O—, —S—, —N(R 4 )—, —CO—, —CONH—, —NHCO—, —SO 2 —, —SO 2 NH—, —NHSO 2 —, —CO 2 —, —OC(O)—, —OC(O)NH—, or —NHCO 2 —;

Z is a C 1-4 alkylidene chain;

L is —O—, —S—, —SO—, —SO 2 —, —N(R 6 )SO 2 —, —SO 2 N(R 6 )—, —N(R 6 )—, —CO—, —CO 2 —, —N(R 6 )CO—, —N(R 6 )C(O)O—, —N(R 6 )CON(R 6 )—, —N(R 6 )SO 2 N(R 6 )—, —N(R 6 )N(R 6 )—, —C(O)N(R 6 )—, —OC(O)N(R 6 )—, —C(R 6 ) 2 O—, —C(R 6 ) 2 S—, —C(R 6 ) 2 SO—, —C(R 6 ) 2 SO 2 —, —C(R 6 ) 2 SO 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )C(O)—, —C(R 6 ) 2 N(R 6 )C(O)O—, —C(R 6 )═NN(R 6 )—, —C(R 6 )═N—O—, —C(R 6 ) 2 N(R 6 )N(R 6 )—, —C(R 6 ) 2 N(R 6 )SO 2 N(R 6 )—, or —C(R 6 ) 2 N(R 6 )CON(R 6 )—;

R 2 and R 2′ are independently selected from —R, -T-W—R 6 , or R 2 and R 2′ are taken together with their intervening atoms to form a fused, 5-8 membered, unsaturated or partially unsaturated, ring having 0-3 ring heteroatoms selected from nitrogen, oxygen, or sulfur, wherein each substitutable ring carbon of said fused ring formed by R 2 and R 2′ is independently substituted by halo, oxo, —CN, —NO 2 , —R 7 , or —V—R 6 , and each substitutable ring nitrogen of said ring formed by R 2 and R 2′ is independently substituted by R 4 ;

R 3′ is selected from -halo, —OR, —C(═O)R, —CO 2 R, —COCOR, —COCH 2 COR, —NO 2 , —CN, —S(O)R, —S(O) 2 R, —SR, —N(R 4 ) 2 , —CON(R 7 ) 2 , —SO 2 N(R 7 ) 2 , —OC(═O)R, —N(R 7 )COR, —N(R 7 )CO 2 (C 1-6 aliphatic), —N(R 4 )N(R 4 ) 2 , —C═NN(R 4 ) 2 , —C═N—OR, —N(R 7 )CON(R 7 ) 2 , —N(R 7 )SO 2 N(R 7 ) 2 , —N(R 4 )SO 2 R, —OC(═O)N(R 7 ) 2 , or an optionally substituted group selected from C 1-6 aliphatic, C 6-10 aryl, a heteroaryl ring having 5-10 ring atoms, or a heterocyclyl ring having 5-10 ring atoms;

each R is independently selected from hydrogen or an optionally substituted group selected from C 1-6 aliphatic, C 6-10 aryl, a heteroaryl ring having 5-10 ring atoms, or a heterocyclyl ring having 5-10 ring atoms;

each R 4 is independently selected from —R 7 , —COR 7 , —CO 2 (optionally substituted C 1-6 aliphatic), —CON(R 7 ) 2 , or —SO 2 R 7 ;

each R 5 is independently selected from —R, halo, —OR, —C(═O) R, —CO 2 R, —COCOR, —NO 2 , —CN, —S(O)R, —SO 2 R, —SR, —N(R 4 ) 2 , —CON(R 4 ) 2 , —SO 2 N(R 4 ) 2 , —OC(═O)R, —N(R 4 )COR, —N(R 4 )CO 2 (optionally substituted C 1-6 aliphatic), —N(R 4 )N(R 4 ) 2 , —C═NN(R 4 ) 2 , —C═N—OR, —N(R 4 )CON(R 4 ) 2 , —N(R 4 )SO 2 N(R 4 ) 2 , —N(R 4 )SO 2 R, or —OC(═O)N(R 4 ) 2 ;

V is —O—, —S—, —SO—, —SO 2 —, —N(R 6 )SO 2 —, —SO 2 N(R 6 )—, —N(R 6 )—, —CO—, —CO 2 —, —N(R 6 )CO—, —N(R 6 )C(O)O—, —N(R 6 )CON(R 6 )—, —N(R 6 )SO 2 N(R 6 )—, —N(R 6 )N(R 6 )—, —C(O)N(R 6 )—, —OC(O)N(R 6 )—, —C(R 6 ) 2 O—, —C(R 6 ) 2 S—, —C(R 6 ) 2 SO—, —C(R 6 ) 2 SO 2 —, —C(R 6 ) 2 SO 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )C(O)—, —C(R 6 ) 2 N(R 6 )C(O)O—, —C(R 6 )═NN(R 6 )—, —C(R 6 )═N—O—, —C(R 6 ) 2 N(R 6 )N(R 6 )—, —C(R 6 ) 2 N(R 6 )SO 2 N(R 6 )—, or —C(R 6 ) 2 N(R 6 )CON(R 6 )—;

W is —C(R 6 ) 2 O—, —C(R 6 ) 2 S—, —C(R 6 ) 2 SO—, —C(R 6 ) 2 SO 2 —, —C(R 6 ) 2 SO 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )C(R 6 )—, —CO 2 —, (R 6 )OC(O)—, —C(R 6 )OC(O)N(R 6 )—, —C(R 6 ) 2 N(R 6 )CO—, —C(R 6 ) 2 N(R 6 )C(O)O—, —C(R 6 )═NN(R 6 )—, —C(R 6 )═N—O—, —C(R 6 ) 2 N(R 6 )N(R 6 )—, —C(R 6 ) 2 N(R 6 )SO 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )CON(R 6 )—, or —CON(R 6 )—;

each R 6 is independently selected from hydrogen or an optionally substituted C 1-4 aliphatic group, or two R 6 groups on the same nitrogen atom are taken together with the nitrogen atom to form a 5-6 membered heterocyclyl or heteroaryl ring; and

each R 7 is independently selected from hydrogen or an optionally substituted C 1-6 aliphatic group, or two R 7 on the same nitrogen are taken together with the nitrogen to form a 5-8 membered heterocyclyl or heteroaryl ring.

28 . The compound of claim 27 , wherein R y is independently selected from Z—R 3′ or an optionally substituted group selected from C 1-6 aliphatic, 5-6 membered heterocyclyl, phenyl, or 5-6 membered heteroaryl, wherein Z is a methylene and R 3′ is —N(R 4 ) 2 , —OR, or an optionally substituted group selected from C 1-6 aliphatic, C 6-10 aryl, a heteroaryl ring having 5-10 ring atoms, or a heterocyclyl ring having 5-10 ring atoms.

29 . The compound of claim 28 , wherein R y is independently selected from 2-pyridyl, 4-pyridyl, pyrrolidinyl, piperidinyl, morpholinyl, piperazinyl, methyl, ethyl, cyclopropyl, isopropyl, t-butyl, alkoxyalkylamino such as methoxyethylamino, alkoxyalkyl such as methoxymethyl or methoxyethyl, alkyl- or dialkylamino such as ethylamino or dimethylamino, alkyl- or dialkylaminoalkoxy such as dimethylaminopropyloxy, acetamido, optionally substituted phenyl such as phenyl or halo-substituted phenyl.

30 . The compound of claim 27 , wherien R 2 and R 2′ may be taken together to form a fused ring, thus providing a bicyclic ring system containing a pyrazole ring.

31 . The compound of claim 30 , wherein the fused ring include benzo, pyrido, pyrimido, and a partially unsaturated 6-membered carbocyclo ring.

32 . The compound of claim 27 , wherein R 2 and R 2′ taken together form a pyrazole-containing bicyclic ring system independently selected from:

33 . The compound of claim 32 , wherein the R 2 /R 2′ fused ring of formula IIb include one or more substituents selected from: -halo, —N(R 4 ) 2 , —C 1-4 alkyl, —C 1-4 haloalkyl, —NO 2 , —O(C 1-4 alkyl), —CO 2 (C 1-4 alkyl), —CN, —SO 2 (C 1-4 alkyl), —SO 2 NH 2 , —OC(O)NH 2 , —NH 2 SO 2 (C 1-4 alkyl), —NHC(O)(C 1-4 alkyl), —C(O)NH 2 , and —CO(C 1-4 alkyl), wherein the (C 1-4 alkyl) is a straight, branched, or cyclic alkyl group.

34 . The compound of claim 33 , wherein the (C 1-4 alkyl) group is methyl.

35 . The compound of claim 27 , wherein Ring D of is a monocyclic ring.

36 . The compound of claim 35 , wherein Ring D is independently selected from phenyl, pyridyl, pyridazinyl, pyrimidinyl, and pyrazinyl.

37 . The compound of claim 27 , selected from:

38 . A compound of formula IIb:

or a pharmaceutically acceptable derivative or prodrug thereof, wherein:

R y is Z—R 3′ or an optionally substituted group selected from C 1-6 aliphatic, Co 6-1 aryl, a heteroaryl ring having 5-10 ring atoms, or a heterocyclyl ring having 5-10 ring atoms, or R y and R 8 are taken together to form a fused, optionally substituted 5-7 membered, unsaturated or partially unsaturated, ring having 0-3 ring heteroatoms selected from nitrogen, oxygen, or sulfur;

Q is selected from —N(R 4 )—, —O—, —S—, or —CH(R 6 )—;

R 1 is T-(Ring D);

Ring D is a 5-7 membered monocyclic ring or 8-10 membered bicyclic ring selected from aryl, heteroaryl, heterocyclyl or carbocyclyl, said heteroaryl or heterocyclyl ring having 1-4 ring heteroatoms selected from nitrogen, oxygen or sulfur, wherein each substitutable ring carbon of Ring D is independently substituted by oxo, T-R 5 , or V—Z—R 5 , and each substitutable ring nitrogen of Ring D is independently substituted by —R 4 ;

T is a valence bond or a C 1-4 alkylidene chain, wherein when Q is —CH(R 6 )—, a methylene unit of said C 1-4 alkylidene chain is optionally replaced by —O—, —S—, —N(R 4 )—, —CO—, —CONH—, —NHCO—, —SO 2 —, —SO 2 NH—, —NHSO 2 —, —CO 2 —, —OC(O)—, —OC(O)NH—, or —NHCO 2 —;

Z is a C 1-4 alkylidene chain;

L is —O—, —S—, —SO—, —SO 2 —, —N(R 6 )SO 2 —, —SO 2 N(R 6 )—, —N(R 6 )—, —CO—, —CO 2 —, —N(R 6 )CO—, —N(R 6 )C(O)O—, —N(R 6 )CON(R 6 )—, —N(R 6 )SO 2 N(R 6 )—, —N(R 6 )N(R 6 )—, —C(O)N(R 6 )—, —OC(O)N(R 6 )—, —C(R 6 ) 2 O—, —C(R 6 ) 2 S—, —C(R 6 ) 2 SO—, —C(R 6 ) 2 SO 2 —, —C(R 6 ) 2 SO 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )C(O)—, —C(R 6 ) 2 N(R 6 )C(O)O—, —C(R 6 )═NN(R 6 )—, —C(R 6 )═N—O—, —C(R 6 ) 2 N(R 6 )N(R 6 )—, —C(R 6 ) 2 N(R 6 )SO 2 N(R 6 )—, or —C(R 6 ) 2 N(R 6 )CON(R 6 )—;

R 2 and R 2′ are independently selected from —R, -T-W—R 6 , or R 2 and R 2′ are taken together with their intervening atoms to form a fused, 5-8 membered, unsaturated or partially unsaturated, ring having 0-3 ring heteroatoms selected from nitrogen, oxygen, or sulfur, wherein each substitutable ring carbon of said fused ring formed by R 2 and R 2′ is independently substituted by halo, oxo, —CN, —NO 2 , —R 7 , or —V—R 6 , and each substitutable ring nitrogen of said ring formed by R 2 and R 2′ is independently substituted by R 4 ;

R 3′ is selected from -halo, —OR, —C(═O)R, —CO 2 R, —COCOR, —COCH 2 COR, —NO 2 , —CN, —S(O)R, —S(O) 2 R, —SR, —N(R 4 ) 2 , —CON(R 7 ) 2 , —SO 2 N(R 7 ) 2 , —OC(═O)R, —N(R 7 )COR, —N(R 7 )CO 2 (C 1-6 aliphatic), —N(R 4 )N(R 4 ) 2 , —C═NN(R 4 ) 2 , —C═N—OR, —N(R 7 )CON(R 7 ) 2 , —N(R 7 )SO 2 N(R 7 ) 2 , —N(R 4 )SO 2 R, —OC(═O)N(R 7 ) 2 , or an optionally substituted group selected from C 1-6 aliphatic, C 6-10 aryl, a heteroaryl ring having 5-10 ring atoms, or a heterocyclyl ring having 5-10 ring atoms;

each R is independently selected from hydrogen or an optionally substituted group selected from C 1-6 aliphatic, C 6-10 aryl, a heteroaryl ring having 5-10 ring atoms, or a heterocyclyl ring having 5-10 ring atoms;

each R 4 is independently selected from —R 7 , —COR 7 , —CO 2 (optionally substituted C 1-6 aliphatic), —CON(R 7 ) 2 , or —SO 2 R 7 ;

each R 5 is independently selected from —R, halo, —OR, —C(═O)R, —CO 2 R, —COCOR, —NO 2 , —CN, —S(O)R, —SO 2 R, —SR, —N(R 4 ) 2 , —CON(R 4 ) 2 , —SO 2 N(R 4 ) 2 , —OC(═O)R, —N(R 4 )COR, —N(R 4 )CO 2 (optionally substituted C 1-6 aliphatic), —N(R 4 )N(R 4 ) 2 , —C═NN(R 4 ) 2 , —C═N—OR, —N(R 4 )CON(R 4 ) 2 , —N(R 4 )SO 2 N(R 4 ) 2 , —N(R 4 )SO 2 R, or —OC(═O)N(R 4 ) 2 ;

V is —O—, —S—, —SO—, —SO 2 —, —N(R 6 )SO 2 —, —SO 2 N(R 6 )—, —N(R 6 )—, —CO—, —CO 2 —, —N(R 6 )CO—, —N(R 6 )C(O)O—, —N(R 6 )CON(R 6 )—, —N(R 6 )SO 2 N(R 6 )—, —N(R 6 )N(R 6 )—, —C(O)N(R 6 )—, —OC(O)N(R 6 )—, —C(R 6 ) 2 O—, —C(R 6 ) 2 S—, —C(R 6 ) 2 SO—, —C(R 6 ) 2 SO 2 —, —C(R 6 ) 2 SO 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )C(O)—, —C(R 6 ) 2 N(R 6 )C(O)O—, —C(R 6 )═NN(R 6 )—, —C(R 6 )═N—O—, —C(R 6 ) 2 N(R 6 )N(R 6 )—, —C(R 6 ) 2 N(R 6 )SO 2 N(R 6 )—, or —C(R 6 ) 2 N(R 6 )CON(R 6 )—;

W is —C(R 6 ) 2 O—, —C(R 6 ) 2 S—, —C(R 6 ) 2 SO—, —C(R 6 ) 2 SO 2 —, —C(R 6 ) 2 SO 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )C(R 6 )—, —CO 2 —, (R 6 )OC(O)—, —C(R 6 )OC(O)N(R 6 )—, —C(R 6 ) 2 N(R 6 )CO—, —C(R 6 ) 2 N(R 6 )C(O)O—, —C(R 6 )═NN(R 6 )—, —C(R 6 )═N—O—, —C(R 6 ) 2 N(R 6 )N(R 6 )—, —C(R 6 ) 2 N(R 6 )SO 2 N(R 6 )—, —C(R 6 ) 2 N(R 6 )CON(R 6 ) or —CON(R 6 )—;

each R 6 is independently selected from hydrogen or an optionally substituted C 1-4 aliphatic group, or two R 6 groups on the same nitrogen atom are taken together with the nitrogen atom to form a 5-6 membered heterocyclyl or heteroaryl ring;

each R 7 is independently selected from hydrogen or an optionally substituted C 1-6 aliphatic group, or two R 7 on the same nitrogen are taken together with the nitrogen to form a 5-8 membered heterocyclyl or heteroaryl ring; and

R 8 is selected from —R, halo, —OR, —C(═O)R, —CO 2 R, —COCOR, —NO 2 , —CN, —S(O)R, —SO 2 R, —SR, —N(R 4 ) 2 , —CON(R 4 ) 2 , —SO 2 N(R 4 ) 21 —OC(═O)R, —N(R 4 )COR, —N(R 4 )CO 2 (optionally substituted C 1-6 aliphatic), —N(R 4 )N(R 4 ) 2 , —C═NN(R 4 ) 2 , —C═N—OR, —N(R 4 )CON(R 4 ) 2 , —N(R 4 )SO 2 N(R 4 ) 2 , —N(R 4 )SO 2 R, or —OC(═O)N(R 4 ) 2 ; provided that when Q is —NH— and R y and R 8 are taken together to form a fused ring, R 1 is other than a pyrazol-3-yl ring or a pyrazol-3-yl-containing bicyclic ring system.

39 . The compound of claim 38 , wherein R y is independently selected from: Z—R 3′ or an optionally substituted group selected from C 1-6 aliphatic, 5-6 membered heterocyclyl, phenyl, or 5-6 membered heteroaryl, wherein Z is a methylene and R 3′ is —N(R 4 ) 2 , —OR, or an optionally substituted group selected from C 1-6 aliphatic, C 6-10 aryl, a heteroaryl ring having 5-10 ring atoms, or a heterocyclyl ring having 5-10 ring atoms.

40 . The compound of claim 39 , wherein R y is independently selected from 2-pyridyl, 4-pyridyl, pyrrolidinyl, piperidinyl, morpholinyl, piperazinyl, methyl, ethyl, cyclopropyl, isopropyl, t-butyl, alkoxyalkylamino such as methoxyethylamino, alkoxyalkyl such as methoxymethyl or methoxyethyl, alkyl- or dialkylamino such as ethylamino or dimethylamino, alkyl- or dialkylaminoalkoxy such as dimethylaminopropyloxy, acetamido, optionally substituted phenyl such as phenyl or halo-substituted phenyl.

41 . The compound of claim 38 , wherein the R 2 and R 2′ groups may be taken together to form a pyrazole-containing bicyclic ring system independently selected from:

42 . The compound of claim 38 , wherein Ring D is a monocyclic ring independently selected from phenyl, pyridyl, pyridazinyl, pyrimidinyl, and pyrazinyl.

43 . The compound of claim 38 , wherein Ring D is a bicyclic ring independently selected from naphthyl, tetrahydronaphthyl, indanyl, benzimidazolyl, quinolinyl, indolyl, isoindolyl, indolinyl, benzo[b]furyl, benzo[b]thiophenyl, indazolyl, benzothiazolyl, cinnolinyl, phthalazinyl, quinazolinyl, quinoxazolinyl, 1,8-naphthyridinyl and isoquinolinyl.

44 . The compound of claim 38 , wherein R y and R 8 taken together form a fused ring independently selected from a 5-6 membered unsaturated or partially unsaturated rings having 0-2 heteroatoms.

45 . The compound of claim 44 , wherein the fused ring formed by R y and R 8 include benzo, cyclohexo, and pyrido.

46 . The compound of claim 1 selected from: