A series of gossypol Schiff bases that were derived from unnatural linear amino acid methyl esters were identified and found to be much more potent than gossypol and ABT-199 in terms of anticancer activity. This is the first example of gossypol Schiff bases with increased activity. The investigation of the Schiff base side chain of gossypol revealed that the unique anticancer effect was achieved by the introduction of hydrophobic ester groups. The optimized products showed low micromolar pan antitumor activities against NCI-60 tumor cell lines, which is promising for further drug development. Studies on the preliminary mechanism of action for their cellular activities was also carried out with antiapoptotic protein (Bcl-2 and Mcl-1) inhibition FP assays. The molecular modeling analysis demonstrated a possible binding mode for these compounds with Bcl-2, which could explain the binding affinity of the novel gossypol Schiff bases with these proteins. KEYWORDS: Gossypol Schiff bases, linear amino acid esters, antiapoptotic proteins N atural polyphenols have received considerable attention because of their biological activity. 1 Gossypol, a polyphenol that is isolated from cotton seeds, has long been investigated for antitumor activity in addition to the reported antiviral (such as anti-HIV 2 and anti-H 5 N 1 3 ), antifungal, 4 and antimalarial 5 activity as well as the inhibition of trypanosome T. brucei activity. 6 (−)-Gossypol is currently in Phase II clinical trials and displays single-agent antitumor activity in patients with advanced malignancies. 7 The removal or mask of aldehyde groups has been shown to significantly reduce the toxicity of gossypol in humans. 8 As such, a variety of gossypol derivatives has been developed, including gossypol lactones, 9 gossypol nitriles, 5 gossypolone, 10 modification of the main structure of naphthalene, 7,11 etc. Among these, gossypol Schiff bases displayed widespread biological activities. The purpose of the introduction of the imine through the aldehyde was to reduce the toxicity of gossypol without a loss in the activity since the hydroxyl group appears to be essential for the activity in many cases. 12 However, from known results, the reported activities of aldehyde derived compounds, including gossypol Schiff bases, decreased dramatically compared with gossypol itself in terms of antitumor activity ( Figure 1A). 12−15 The antitumor activities of gossypol Schiff bases were improved slightly only when the framework of gossypol was changed into gossypolone ( Figure 1B). 15 The effects of the introduced substituents of gossypol Schiff bases on the antitumor activity were still ambiguous. As a matter of fact, an investigation of the mechanism of the gossypol Schiff bases was not pursued in these previous studies. On the other hand, studies have shown that gossypol may inhibit tumor cells by interacting with Bcl-2 family proteins, which are the central regulators of apoptosis (programmed cell-death). 16 The modulation of the antiapoptotic Bcl-2 family (Bcl-2 and ...