The C-36-C-46 subunit 3, containing the F ring of spongistatin 1 (1), was prepared in 12 steps from ketone (R)-7. Key steps include: (i) the boron-mediated anti aldol reaction, 7 --> 9; (ii) the Sharpless AD, 6 --> 13; and(iii) an intramolecular hetero-Michael addition, followed by base-promoted equilibration to give 3. (C) 1997 Elsevier Science Ltd.