Proviral insertion of Moloney virus (PIM) 1, 2, and 3 kinases are serine/threonine kinases that normally function in survival and proliferation of hematopoietic cells. As high expression of PIM1, 2, and 3 is frequently observed in many human malignancies, including multiple myeloma, nonHodgkins lymphoma, and myeloid leukemias, there is interest in determining whether selective PIM inhibition can improve outcomes of these human cancers. Herein, we describe our efforts toward this goal. The structure guided optimization of a singleton high throughput screening hit in which the potency against all three PIM isoforms was increased >10,000-fold to yield compounds with pan PIM K i s < 10 pM, nanomolar cellular potency, and in vivo activity in an acute myeloid leukemia Pimdependent tumor model is described. KEYWORDS: Proviral insetion site in Moloney murine leukemia virus kinases inhibitors, Pim1 kinase inhibitor, Pim2 kinase inhibitor, Pim3 kinase inhibitor, pan-Pim kinase inhibitors P roviral insertion site of Moloney murine leukemia virus kinases, or PIM 1, 2, and 3 kinases are constitutively active serine/threonine kinases that normally function in the survival, proliferation, and differentiation of hematopoietic cells in response to growth factors and cytokines. 1,2 PIM's play redundant roles in oncogenesis and, therefore, suggest that a pan-PIM kinase inhibitor may be clinically useful. 3 In human disease, high expression and/or dysfunction of the three PIMs has been implicated in the progression of hematopoetic and solid tumor cancers. 1,2 In addition to cancer, PIM kinases have been reported to play a role in several autoimmune diseases. 4 Not surprisingly, PIM kinases have emerged as attractive therapeutic targets and have elicited several groups to investigate and report novel inhibitors of PIM 5−10 including the clinical compounds SGI-1776 6 and AZD1208, 7 Figure 1. Pim kinases share a high level of sequence homology within the family (>61%) and all share the unique feature of being the only kinases with a proline in the hinge, 11 which results in only one hydrogen bond interaction with ATP. As the ATP K m for PIM2 is 10−100× lower than that for PIM1 and PIM3, cell active pan PIM inhibitors have been more challenging to identify than PIM 1/3 inhibitors. Herein, we describe potent and selective cell active inhibitors of all three PIM kinases. A representative of this compound series, 5c, has suitable PK properties and was recently used to establish a PK/PD efficacy relationship in a PIM2 driven multiple myeloma xenograft model. 12 Here we also demonstrate efficacy in the AML EOL-1 xenograft model. Letter pubs.acs.org/acsmedchemlett