A compound of the formula: wherein X is heteroaryl, aryl, heterocyclyl or C 3-6 cycloalkyl, wherein said heteroaryl, aryl, heterocyclyl and cycloalkyl groups are optionally substituted with one or two groups independently selected from the group consisting of halo, cyano, oxo, C 1-6 alkyl, C 2-6 alkenyl, C 2-6 alkynyl, OR 4, NR 4 R 5, NH(C=O)R 4 and NH(C=O)OR 4; Y is absent, aryl or heteroaryl, wherein said aryl and heteroaryl groups are optionally substituted with halo or C 1-6 alkyl; U is S, O, CHR x or CHR x CH 2; V is N or CR y; R 1 is aryl, heteroaryl, heterocyclyl or C 3-6 cycloalkyl, wherein said aryl, heteroaryl, heterocyclyl and cycloalkyl groups are optionally substituted with one to three substituents independently selected from the group consisting of halo, nitro, cyano, oxo, R 4, OR 4, (C=O)R 4, (C=O)OR 4, NR 4 R 5, NH(C=O)R 4, NH(C=O)OR 4, C 3-6 cycloalkyl and heteroaryl (which is optionally substituted with cyano, halo, or R 4); R 2 is hydrogen, hydroxy, C 1-6 alkyl, C 1-3 alkyl-OR 4, C 3-6 cycloalkyl, OR 4, OC 1-3 alkyl-C 3-6 cycloalkyl, O(C 3-6 cycloalkyl) or halo; R 3 is halo, hydroxy, nitro, cyano, oxo, R 4, OR 4, C 1-6 alkyl, C 2-6 alkenyl, C 2-6 alkynyl, SO m R 4, NHSO m R 4, (C=O)NHSO m R 4, (C=O)R 4, (C=O)OR 4, O(C=O)R 4, O(C=O)OR 4, NR 4 R 5, NH(C=O)R 4, NH(C=O)OR 4, (C=O)OCHR 4 -O(C=O)OC 3-6 cycloalkyl, heteroaryl, aryl, heterocyclyl or C 3-6 cycloalkyl, wherein said heteroaryl, aryl, heterocyclyl and cycloalkyl groups are optionally substituted with one or two groups independently selected from the group consisting of halo, cyano, oxo, R 4 and OR 4; R 4 is hydrogen or C 1-6 alkyl, which is optionally substituted with one to three groups independently selected from the group consisting of halo, hydroxy and methoxy; R 5 is hydrogen or C 1-6 alkyl, which is optionally substituted with one to three groups independently selected from the group consisting of halo and hydroxy; R x is hydrogen, hydroxy, halo, R 4, OR 4, phenyl or benzyl; R y is hydrogen, halo, OR 4, (C=O)R 4, (C=O)OR 4, (C=O)NR 4 R 5, C 3-6 cycloalkyl or O(C 3-6 cycloalkyl); m is an integer between 0 and 2; or a pharmaceutically acceptable salt thereof. wherein X is heteroaryl, aryl, heterocyclyl or C 3-6 cycloalkyl, wherein said heteroaryl, aryl, heterocyclyl and cycloalkyl groups are optionally substituted with one or two groups independently selected from the group consisting of halo, cyano, oxo, C 1-6 alkyl, C 2-6 alkenyl, C 2-6 alkynyl, OR 4, NR 4 R 5, NH(C=O)R 4 and NH(C=O)OR 4; Y is absent, aryl or heteroaryl, wherein said aryl and heteroaryl groups are optionally substituted with halo or C 1-6 alkyl; U is S, O, CHR x or CHR x CH 2; V is N or CR y; R 1 is aryl, heteroaryl, heterocyclyl or C 3-6 cycloalkyl, wherein said aryl, heteroaryl, heterocyclyl and cycloalkyl groups are optionally substituted with one to three substituents independently selected from the group consisting of halo, nitro, cyano, oxo, R 4, OR 4, (C=O)R 4, (C=O)OR 4, NR 4 R 5, NH(C=O)R 4, NH(C=O)OR 4, C 3-6 cycloalkyl and heteroaryl (which is optionally substituted with cyano, halo, or R 4); R 2 is hydrogen, hydroxy, C 1-6 alkyl, C 1-3 alkyl-OR 4, C 3-6 cycloalkyl, OR 4, OC 1-3 alkyl-C 3-6 cycloalkyl, O(C 3-6 cycloalkyl) or halo; R 3 is halo, hydroxy, nitro, cyano, oxo, R 4, OR 4, C 1-6 alkyl, C 2-6 alkenyl, C 2-6 alkynyl, SO m R 4, NHSO m R 4, (C=O)NHSO m R 4, (C=O)R 4, (C=O)OR 4, O(C=O)R 4, O(C=O)OR 4, NR 4 R 5, NH(C=O)R 4, NH(C=O)OR 4, (C=O)OCHR 4 -O(C=O)OC 3-6 cycloalkyl, heteroaryl, aryl, heterocyclyl or C 3-6 cycloalkyl, wherein said heteroaryl, aryl, heterocyclyl and cycloalkyl groups are optionally substituted with one or two groups independently selected from the group consisting of halo, cyano, oxo, R 4 and OR 4; R 4 is hydrogen or C 1-6 alkyl, which is optionally substituted with one to three groups independently selected from the group consisting of halo, hydroxy and methoxy; R 5 is hydrogen or C 1-6 alkyl, which is optionally substituted with one to three groups independently selected from the group consisting of halo and hydroxy; R x is hydrogen, hydroxy, halo, R 4, OR 4, phenyl or benzyl; R y is hydrogen, halo, OR 4, (C=O)R 4, (C=O)OR 4, (C=O)NR 4 R 5, C 3-6 cycloalkyl or O(C 3-6 cycloalkyl); m is an integer between 0 and 2;