Compounds having the general structure III are provided: ##STR00001##
where D is N or C; W is selected from ##STR00002## Z.sup.1, Z.sup.2, and
Z.sup.3 are independently selected from CR.sup.8 and N; and the other
variables have the values described herein. Compounds of formula III have
useful properties for controlling diseases related to MC4-R action in
humans including obesity and type II diabetes.