COMPOUNDS OF THE FORMULA II: WHEREIN R1 AND R2 ARE INDEPENDENTLY H, F OR CH3 OR R1 FORMS AN ETHYNYL BOND AND R2 IS H OR C3-C6 CYCLOALLCYL WHICH IS OPTIONALLY SUBSTITUTED WITH ONE OR TWO SUBSTITUENTS INDEPENDENTLY SELECTED FROM METHYL, CF3, OME OR HALO； R3 IS C1-C3 ALKYL OR C3-C6 CYCLOALKYL, EITHER OF WHICH IS OPTIONALLY SUBSTITUTED WITH ONE OR TWO METHYL AND/OR A FLUORO, TRIFLUOROMETHYL OR METHOXY, WHEN R3 IS C3-C6 CYCLOALKYL IT MAY ALTERNATIVELY BE GEM SUBSITUTED WITH FLUORO； R4 IS METHYL OR FLUORO； M IS 0, 1 OR 2； E IS A BOND, OR THIAZOLYL, OPTIONALLY SUBSTITUTED WITH METHYL OR FLUORO； A1 IS CH OR N, A2 IS CR6R7 OR NR6, PROVIDED AT LEAST ONE OF A1 AND A2 COMPRISES N； R6 IS H, C1-C4 ALKYL, C1-C4 HALOALKYL, C1-C3 ALKYL-O-C1-C3 ALKYL, OR WHEN A2 IS C, R6 CAN ALSO BE C1-C4 ALKOXY OR F； R7 IS H, C1-C4 ALKYL OR F OR A PHARMACEUTICALLY ACCEPTABLE SALT, N-OXIDE OR HYDRATE THEREOF, HAVE UTILITY IN THE TREATMENT OF DISORDERS CHARACTERIZED BY INAPPROPRIATE EXPRESSION OR ACTIVATION OF CATHEPSIN K, SUCH AS OSTEOPOROSIS, OSTEOARTHRITIS, RHEUMATOID ARTHRITIS OR BONE METASTASE S.
