The cyclic carbophosphazene N3P2CCI5 undergoes thermal ring-opening polymerization at 120 °C to yield poly(pentachlorocarbophosphazene), [NgPgCCleln, as a hydrolytically sensitive elastomer. Treatment of this polymer in solution with primary and secondary alkylamines yielded poly(aminocarbophosphazenes) [NgPüCtNRiRü)^,, where Ri = H, R2 = nPr or 'Pr, and Ri = Ri = Me or Et. These polymers are also sensitive to moisture. An anilino/dimethylamino mixed-substituent polymer, [NgPiCtNHPh),-(NMeü)y(Cl)z]n (x = 1.50, y = 3.34, z = 0.16), and a 2,6-diphenylphenoxy/dimethylamino mixed-substituent polymer, [N3P2C(2,6-OPh(Ph)2)z(NMe2)>]" (x = 1, y = 4), were synthesized via the same technique. A mixedsubstituent polymer with regiospecifíc backbone carbon substitution, [(NP(OCH2CF3)2)2NC(N(Ph)2)]", was also synthesized. These mixed-substituent polymers are stable to water. The macromolecules were characterized by 31P, , and 13C NMR spectroscopy, IR spectroscopy, elemental analysis, differential scanning calorimetry, thermogravimetric analysis, and gel permeation chromatography. Poly [(dimethylamino)carbophosphazene] undergoes a depolymerization reaction in solution and in the solid state to give smallmolecule cyclic analogues, including NaPgCXNMe^s. The depolymerization reaction was investigated by 31P NMR spectroscopy and thermogravimetric analysis in conjunction with mass spectrometry. Analogous smallmolecule model reactions were undertaken in which the cyclocarbophosphazene NgPaCCU was allowed to react with primary and secondary alkylamines to yield the cyclic species NaPzCtNRiRa)* The mixed-substituent cyclic species {[NP(OCH2CF3)2]2[NC(N(Ph)2)]¡and {[NP(NMe2)2] [NP(2,6-OPh(Ph)2)(NMe2)] [NC(NMe2)]} were also synthesized.