The present invention provides compounds of Formula (I): ##STR00001## or
a stereoisomer or pharmaceutically acceptable salt form thereof, wherein
the variables A, B, R.sup.1, R.sup.2, U, X, Y, Z, U.sup.a, X.sup.a,
Y.sup.a, and Z.sup.a are defined are as defined herein, which are useful
as inhibitors of matrix metalloproteinases (MMP), and/or TNF-.alpha.
converting enzyme (TACE), or a combination thereof.