New compounds based on Furanone derivatives were synthesized by reaction of 3-(4-nitrobezylidine)-5-phenylfuran-2(3H)-one with various reagents as malononitrile then D-glucose, thiosemicarbazide then D-glucose, ethyl acetoacetate, acetyl acetone, ethyl cyanoacetate, hydrazine hydrate/acetic acid, thiourea, o-phenylene diamine, hydrazine hydrate/ethanol then 2-naphthalene thionylchloride and/or thiourea. Also, 3-(4-nitrobezylidine)-5-phenylfuran-2(3H)-one was reacted with benzyl amine to afford the 1,3-dihydro-2H-pyrrol-2-one derivative which was reacted with hydroxyl amine and/or phenyl hydrazine to afford compounds the oxazole and/or pyrazole derivatives respectively. Finely, 6-(4-nitrophenyl)-5-(2-oxo-2-phenylethyl)-2-thioxotetrahydro-pyrimidin-4(1H)-one was allowed to react with 2-oxo-N-phenylpropanehydrazonoyl chloride yielding [1,2,4]triazolo[4,3-a]pyrimidin-7(1H)-one derivative. The anti-cancer activity of some of some of the new synthesized compounds towards breast carcinoma cells (MCF-7) was evaluated that demonstrated good to moderate results. Also, we had evaluated the cytotoxicity of the new tested compounds against the normal cells (MRC-5) which showed low toxicity on them.