30 Background 31 Carbapenem resistant Enterobacterales (CRE) remain urgent antimicrobial resistance threats. 32 Approximately half of CRE clinical isolates lack carbapenem hydrolyzing enzymes and develop 33 carbapenem resistance through alternative mechanisms. The purpose of this study was to 34 elucidate the development of carbapenem resistance mechanisms from clonal, recurrent 35 extended-spectrum b-lactamase positive Enterobacterales (ESBL-E) bacteremia isolates in a 36 vulnerable patient population. 37 Methods 38 This study investigated a historical, retrospective cohort of ESBL-E bacteremia cases in the 39 University of Texas MD Anderson Cancer Center (MDACC) from January 2015 to July 2016. 40 Phylogenetic and comparative genomic analyses were performed to identify clonal, recurrent 41 ESBL-E isolates developing carbapenem resistance. Oxford Nanopore Technology (ONT) long-42 read and Illumina short-read sequencing data were used to generate consensus assemblies and to 43 identify signatures of mobile genetic element mediated amplification and transposition of 44 antimicrobial resistance genes. Serial passaging experiments were performed on a set of clinical 45 ST131 ESBL-E isolates to recapitulate in vivo observations. qPCR and qRT-PCR were used to 46 determine respective copy number and transcript levels of b-lactamase genes. 47 Results 48 116 ESBL-E bacteremia cases were identified, 16 of which had documented recurrent infections. 49 Four serial, recurrent isolates displayed a carbapenem resistant phenotype, three without the 50 acquisition of a known carbapenemase. These three isolates had non-carbapenemase-producing 51 CRE (non-CP-CRE) mechanisms driven by IS26-and ISEcp1-mediated amplification of 52 4 respective translocatable units (TU) and transposition units (TPU) harboring both blaOXA-1 and 53 blaCTX-M variants with concomitant outer membrane porin disruption. The TU and TPU 54 structures inserted into the open reading frames of outer membrane porin genes in a subset of 55 non-CP-CRE isolates. Serial passage of an index ST131 ESBL-E isolate under selective 56 carbapenem exposure resulted in chromosomal amplification of modular, TUs harboring β-57 lactamase genes with concomitant porin inactivation, recapitulating the in vivo carbapenem 58 resistance progression. Long-read sequencing of two additional MDACC bacteremia strains 59 identified similar non-CP-CRE mechanisms observed in the serial isolates. 60 Conclusions 61 Non-CP-CRE de novo mechanisms were the primary driver of CRE development in recurrent 62 bacteremia cases within this vulnerable patient population. The incorporation of long-read ONT 63 data into AMR surveillance platforms is critical to identify high-risk CRE isolates that are 64 difficult to identify with low-resolution phenotypic and molecular characterization methods. 65 66 Keywords: 67 Non-carbapenemase-producing carbapenem resistant Enterobacterales, Oxford Nanopore 68 Technologies MinION Sequencing, Mobile Genetic Element Amplifications, Mobile Genetic 69 Element Transpositions...