Investigation of the tropical sponges Axinella damicornis and Stylissa flabelliformis, family Axinillidae, afforded five new bromopyrrole alkaloids (1-5) and thirteen known compounds (6-18). Semi synthesis of S was carried out in order to confirm its structure. The structures of the isolated compounds were elucidated using ID- And 2D-NMR spectroscopy and mass spectrometry. The cytotoxicity, antimicrobial and protein-kinase inhibition activities were tested for the isolated compounds.