Resistance to -lactam antibiotics mediated by metallo--lactamases is an increasingly worrying clinical problem. Candidate inhibitors include mercaptocarboxylic acids, and we report studies of a simple such compound, thiomandelic acid. A series of 35 analogues were synthesized and examined as metallo--lactamase inhibitors. The K i values (Bacillus cereus enzyme) are 0.09 M for R-thiomandelic acid and 1.28 M for the Sisomer. Structure-activity relationships show that the thiol is essential for activity and the carboxylate increases potency; the affinity is greatest when these groups are close together. Thioesters of thiomandelic acid are substrates for the enzyme, liberating thiomandelic acid, suggesting a starting point for the design of "pro-drugs." Importantly, thiomandelic acid is a broad spectrum inhibitor of metallo--lactamases, with a submicromolar K i value for all nine enzymes tested, except the Aeromonas hydrophila enzyme; such a wide spectrum of activity is unprecedented. The binding of thiomandelic acid to the B. cereus enzyme was studied by NMR; the results are consistent with the idea that the inhibitor thiol binds to both zinc ions, while its carboxylate binds to Arg 91 . Amide chemical shift perturbations for residues 30 -40 (the  3 - 4 loop) suggest that this small inhibitor induces a movement of this loop of the kind seen for other larger inhibitors.The -lactam antibiotics are among the most useful antibacterial chemotherapeutic agents, but their efficiency is being continuously challenged by the emergence of resistant strains of pathogenic bacteria. -Lactamases, which inactivate these antibiotics by hydrolyzing their endocyclic amide bond, play a major role in this resistance (1). -Lactamases have been divided into four classes on the basis of their amino acid sequences and catalytic mechanisms (2). The mechanisms of class A, C, and D enzymes, which contain a nucleophilic serine side chain as a key component of their active site, have been extensively studied, due to their established clinical importance. Class B enzymes are metalloproteins that require one or two zinc ion(s) for their activity (3). The first metallo--lactamase (MBL) 1 to be discovered was produced by an innocuous strain of Bacillus cereus (4), but in the last 20 years, MBLmediated resistance has appeared in several pathogenic strains including Bacteroides fragilis, Aeromonas hydrophila, Stenotrophomonas maltophilia, and Serratia marcescens (5). Even more threatening is the rapid dissemination of some metallo--lactamase genes by horizontal transfer, involving both plasmid-and integron-borne genetic elements. For instance, the IMP enzymes that were first isolated in clinical isolates of S. marcescens and Pseudomonas aeruginosa have also been found in Klebsiella, Alcalinogenes, Acinetobacter, and Shigella strains (6), and up to four variants of IMP-1 have been described so far (7-10).The MBLs with known sequences share a small number of conserved motifs, but otherwise they show significant sequence diversity and have th...