The design, preparation, and properties of two DOPO-containing compounds based on a cardanol-allylamineparaformaldehyde benzoxazine (abbreviated as BZc-a) were described in this article. By controlling the amount of DOPO, it could react with BZc-a and generated different products. When DOPO: BZc-a <1 : 1, DOPO reacted only with allyl group, and generated a containing single DOPO group benzoxazine (P 1 B); When DOPO: BZc-a м 1 : 1, DOPO reacted not only with allyl group but also nucleophilic addition reaction, got a N-substituted derivative P 2 B, which contain double DOPO groups. The chemical structure of P 1 B and P 2 B was characterized by 1 H-NMR and 13 C-NMR. Effect of DOPO on characteristics of BZc-a was investigated. Fire test demonstrated that P 1 B and P 2 B showed better flame retardance than BZc-a, and prepared two kinds of flame-retardance resin based on BZc-a. However, Field emission electron microscope observations showed the surface of P 1 B and P 2 B was very fragility, graphene oxide (GO) was chosen as to improve the surface performance. P 1 B/GO-3 wt % and P 2 B/GO-3 wt % composites were prepared by solution blending, and the thermal stability was studied by thermogravimetric analysis.