RHM1(1) and RHM2 (2) are highly N-methylated linear octapeptides produced by an atypical strain of Acremonium sp., cultured from a marine sponge collected in Papua New Guinea. The known peptaibiotic efrapeptin G (3) was also isolated from this fungus. The planar structures of 1 and 2 were assigned based on 1D-and 2D-NMR experiments and fragmentation patterns from ESIMS. The absolute configuration of 1 was determined via Marfey's method; the absolute configuration of 2 is proposed to be identical. Efrapeptin G (3) displayed potent cytotoxicity against murine cancer cell lines, while RHM1 (1) and RHM2 (2) showed weak cytotoxicity against murine cancer cell lines; efrapeptin G (3) and RHM1 (1) also demonstrated antibacterial activity.It is not currently possible to predict the chemical signatures of filamentous fungi isolated from marine sources. 1 Low molecular weight (<500 amu) bioactive polyketides often dominate the secondary metabolites isolated from terrestrial fungal cultures. Two important therapeutically active compounds produced by well-studied fungal genera Penicillium and Aspergillus illustrate this chemistry. Mycophenolic acid (C 17 H 20 O 6 ), discovered over 70 years ago from Penicillium sp., 2 is an immunosuppressive agent (1995: mycophenolate mofetil, first marketed in the U.S.) that has also shown promising antiviral properties. 3 The members of the well-defined structural class headed by mevinolin (C 24 H 36 O 5 ), originally isolated from Aspergillus, are potent HMG-CoA inhibitors of cholesterol biosynthesis (1987: first FDA approval of lovastatin). 4 Exploration of structural diversity of marine-derived fungal natural products has been in progress for more than a decade. Early discoveries of the chloriolins 5 and the fumiquinazolines 6 validated the hypothesis that marine-derived strains of fungi could serve as useful sources of unprecedented molecular frameworks. Compounds such as asperazine 7 from the sponge-derived, chemically rich Aspergillus niger, or the aigilomycins 8 from a mangrove isolate of Aigialus parVus, provided further validation that new chemotypes could be discovered from genera previously isolated from terrestrial sources. Similarly, the outstanding cytotoxic properties of the gymnastatins from Gymnascella 9 as well as the © 2006 American Chemical Society and American Society of Pharmacognosy * To whom correspondence should be addressed. Tel: 831-459-2603. Fax: 831-459-2935. phil@chemistry.ucsc.edu.. Supporting Information Available: 1 H and 13 C NMR and FABMS for compound 3, and 1 H, 13 C NMR, gHMBC, gCOSY, and TOCSY for compounds 1 and 2 along with VT NMR figures are available free of charge via the Internet at http://pubs.acs.org. This work describes the constituents of a marine sponge-derived Acremonium strain grown in saltwater culture. At the outset we recognized numerous previous studies on terrestrial members of this genus, with the antibiotic cephalosporin C 11 as the most notable metabolite produced. Only five previous studies had examined the chemistry o...