Novel phosphonate compounds were synthesized via Michael addition of N-heteroaromatic compounds to aryl-and alkyl-substituted vinylphosphonates using scandium triflate as the catalyst. Intramolecular cyclization reaction of the Michael adducts obtained gives novel (dimethoxyphosphoryl)pyrrolizin-3-ones in high yields as a single diastereomer.Phosphonates 1 and pyrrolizines 2 have attracted interest because of their biologically important properties. Derivatives of phosphonates are active as insecticides, herbicides, fungicides, plant growth regulators, and drugs and they are also effective transition-state-analogue inhibitors for a variety of enzymes. 3 Many synthetic methods for phosphonate analogues utilize C-C, 4 C-P, 5 and C-N 6 bond-formation processes. Among these, Michael addition appears to be more successful, since vinylphosphonates containing electron-withdrawing groups at the α-position are potential Michael acceptors. 4c The Michael addition reactions of N-heteroaromatics, e.g. imidazole and pyridine to bis(phosphono)ethylenes, 4f nitroalkanes to ethyl 2-(diethoxyphosphoryl)acrylate, 4g,h indole to dicyclohexylammonium 2-(diethoxyphosphoryl)acrylate, 4i vinylidene bisphosphonates and vinylphosphonates 4j have been studied. However, to the best of our knowledge, direct addition of pyrrole to vinylphosphonates has not yet been reported.Pyrrolizin-3-ones are mainly isolated from plants, insects, animals, marine organisms, and microbes. 7 The biological activity of pyrrolizines has been attributed to their unique bridgehead nitrogen skeleton. 8 They are used as antiinflammatory and analgesic drugs and as aromatase and tumor inhibitors. Current methods for the construction of the pyrrolizine skeleton involve intramolecular cyclization of N-2b,7b,8a,9 or C-substituted 10,11 pyrrole derivatives. Base-catalyzed condensation 11c and intramolecular cyclization of C-alkylpyrrole derivatives in the presence of sodium carbonate 11d and sodium hydride 10 are effective methods for the synthesis of pyrrolizine ring structures. Flash vacuum pyrolysis is also an applicable method for the cyclization of both N-alkyl-9b and C-alkylsubstituted 11a,b pyrrole derivatives to pyrrolizine ring structures. The intramolecular Wittig reaction of N-substituted phosphorus ylides has been used for the synthesis of functionalized 1H-pyrrolizine derivatives. 2b,8a,9a Arylsubstituted pyrrolizine derivatives have been synthesized by the intramolecular cyclization of N-alkylpyrrole derivatives in the presence of boron tribromide. 7b In our previous studies we reported that the metal triflates are suitable catalysts for the addition reactions of pyrrole to α,β-unsaturated systems. 12 We obtained ester-and cyano-functionalized pyrrole addition products in high yields with metal triflates. Among the obtained products, the ester-functionalized dimethyl 2-[phenyl(1H-pyrrolyl)methyl]malonate, methyl 2-cyano-3-phenyl-3-(1H-pyrrol-2-yl)propanoate and their substituted derivatives gave pyrrolizin-3-one structures via intramolecular cyclization...