Neuropeptide S (NPS) has been shown to modulate arousal, sleep wakefulness, anxiety-like behavior, and feeding after central administration of the peptide agonist to mice or rats. We report here the chemical synthesis and pharmacological characterization of SHA 66 (3-oxo-1,1-diphenyl-tetrahydro-oxazolo[3,4-a]pyrazine-7-carboxylic acid benzylamide) and SHA 68 (3-oxo-1,1-diphenyl-tetrahydro-oxazolo[3,4-a]pyrazine-7-carboxylic acid 4-fluoro-benzylamide), two closely related bicyclic piperazines with antagonistic properties at the NPS receptor (NPSR). The compounds block NPS-induced Ca 2ϩ mobilization, and SHA 68 shows displaceable binding to NPSR in the nanomolar range. The antagonistic activity of SHA 68 seems to be specific because it does not affect signaling at 14 unrelated G protein-coupled receptors. Analysis of pharmacokinetic parameters of SHA 68 demonstrates that the compound reaches pharmacologically relevant levels in plasma and brain after i.p. administration. Furthermore, peripheral administration of SHA 68 in mice (50 mg/kg i.p.) is able to antagonize NPSinduced horizontal and vertical activity as well as stereotypic behavior. Therefore, SHA 68 could be a useful tool to characterize physiological functions and pharmacological parameters of the NPS system in vitro and in vivo.Neuropeptide S (NPS) and its receptor, NPSR, are a recently identified transmitter system that modulates a number of brain functions . NPS is a small peptide of 20 amino acids that occurs in all tetrapod vertebrates but is absent from fish (Reinscheid, 2007). Activation of NPSR produces transient increases in intracellular Ca 2ϩ and cAMP and thus increases cellular excitability (Reinscheid et al., 2005). Expression of NPS precursors and receptors is found in specific brain areas that have been associated with arousal, emotional processing, energy, and hormonal homeostasis, as well as learning and memory (Xu et al., 2004(Xu et al., , 2007. In the rat, NPS precursor transcripts are expressed in only a few brainstem structures; in particular, in a previously uncharacterized nucleus situated between the noradrenergic locus coeruleus and Barrington's nucleus. Besides the pericoerulear region, NPS mRNA is only found in the lateral parabrachial nucleus and the principle sensory 5 nucleus of the rat brainstem. A few scattered cells expressing NPS precursor transcripts are also detected in the amygdala and hypothalamus. In the brainstem, the majority of NPSexpressing neurons coexpress other excitatory transmitters, such as glutamate, acetylcholine, or corticotropin-releasing factor (Xu et al., 2007). NPSR mRNA is found at high levels in hypothalamus, thalamus, amygdala, various cortical regions, and the parahippocampal formation. Central administration of NPS was shown to produce profound arousal that is independent of novelty (Xu et al., 2004).