Complestatin (1) [1] and chloropeptin I (2), [2] isolated from Streptomyces lavendulae and Streptomyces sp. WK-3419, respectively, display potent activities against HIV-1-induced cytopathicity and syncyctium formation in CD-4 lymphocytes and inhibit HIV replication by inhibition of gp120-CD-4 binding at a low-micromolar level (IC 50 = 3.3 and 2.0 mm, respectively).[3] The absolute configurations of the amino acid constituents of 1 [4] and 2 [5] were elucidated through detailed NMR, computational, and degradation studies. Complestatin and chloropeptin differ only in the position of the phenylindole ring junction, and it has been demonstrated that the former is readily isomerized to the latter under mildly acidic conditions.[6] These compounds belong to a growing family of vancomycin-type polymacrocyclopeptides with unusual endo aryl-aryl ether and endo biaryl linkages.[7] The presence of racemization-prone chlorinated arylglycines and the inherent difficulties associated with the construction of strained macrocycles made the synthesis of these natural products highly challenging. Although a number of groups have been involved in the total-synthesis exercises, [8] only the group of Snapper and Hoveyda has accomplished the total synthesis of chloropeptin I (2) [9] and an atropisomer of complestatin named isocomplestatin (3; Scheme 1).[10] These total syntheses have also allowed Snapper, Hoveyda, and co-workers to assign the aR configuration to the axial chirality of natural products 1 and 2.We have been interested in this type of natural product [11,12] and have recently reported an atropselective synthesis of the DEFG ring of complestatin by way of an intramolecular Suzuki-Miyaura reaction.[13] As a continuation of this work, we describe herein the syntheses of two atropisomers of the natural products, isocomplestatin (3) and isochloropeptin (5), as well as two other C C2 epimers, 4 and 6 (Scheme 1). The intramolecular S N Ar [14] and SuzukiMiyaura [15] reactions are the two key steps used for the construction of macrocycles BCD and DEF, respectively. We observe that the atropselectivity in the formation of the DEF ring is highly sensitive to both the aryl-aryl bond connectivity and the stereogenicity of the amino acid constituents. A change in the absolute configuration of amino acid C invariably switches the sense of atropselectivity of the subsequent biaryl-forming process.The synthesis of the BCD ring is summarized in Scheme 2. Coupling of (S)-N-methyl-4-fluoro-3-nitrophenylalanine methyl ester (7) [16] with (R)-N-Boc-3,5-dichloro-4-hydroxyphenylglycine (8) [17] turned out to be particularly challenging due to the low nucleophilicity of 7 and the high sensitivity of 8 towards epimerization. Under optimized conditions (DEPBT, NaHCO 3 , 08C to room temperature), the dipeptide (9) was isolated in 54 % yield, together with its C C2 epimer (18 %). Fortuitously, the desired dipeptide 9 can be purified from a mixture of diastereomers by crystallization in a solution of CH 2 Cl 2 /heptane, and the stereochemical integ...