This invention describes novel pyrazole compounds of formula IV: ##STR00001## wherein Z.sup.1 or Z.sup.2 is nitrogen, Q is --S--, --O--, --N(R.sup.4)--, --C(R.sup.6').sub.2--, 1,2-cyclopropanediyl, 1,2-cyclobutanediyl, or 1,3-cyclobutanediyl, and R.sup.1 is T-Ring D, wherein Ring D is a 5 7 membered monocyclic ring or 8 10 membered bicyclic ring selected from aryl, heteroaryl, heterocyclyl or carbocyclyl; R.sup.x and R.sup.y are independently selected from T--R.sup.3 or L--Z--R.sup.3, or R.sup.x and R.sup.y are taken together with their intervening atoms to form a fused, unsaturated or partially unsaturated, 5 7 membered ring having 0 3 heteroatoms; and R.sup.2 and R.sup.2' are as described in the specification. The compounds are useful as protein kinase inhibitors, especially as inhibitors of Aurora-2 and GSK-3, for treating diseases such as cancer, diabetes and Alzheimer's disease.