A class of novel non-steroidal compounds are provided which are useful in
treating diseases associated with modulation of the glucocorticoid
receptor, AP-1, and/or NF-.kappa.B activity including obesity, diabetes,
inflammatory and immune diseases, and have the structure of formula (I)
or (II): ##STR00001## including a stereoisomer thereof, a tautomer
thereof, a prodrug thereof, or a pharmaceutically acceptable salt
thereof, where Q is selected from N, O, and S; Y is aryl or heteroaryl; Z
is H, C.sub.2-6alkyl, cycloalkyl, heterocycloalkyl, aryl, heteroaryl,
halo, or alkoxy; and A, B, R, R.sup.a, R.sup.b, R.sup.c and R.sup.d are
defined herein. Also provided are pharmaceutical compositions and methods
of treating obesity, diabetes and inflammatory or immune associated
diseases comprising said compounds.