The chemistry of epoxides and aziridines is dominated by reactions that involve cleavage of the strained heterocyclic ring by nucleophiles (see Chapters 7 and 12). However, a less well known aspect of the chemistry of epoxides and aziridines is that which occurs upon reaction with a strong base. Abstraction of a b-proton may occur, resulting in the formation of allylic alcohols or amines, a process termed belimination [1a]. However, the b-hydrogens are not usually the most acidic; due to the electron-withdrawing effect of the oxygen/nitrogen and the acidifying nature of the three-membered ring, removal of an a-proton can occur to give an a-metalated epoxide (oxiranyl anion) or aziridine (aziridinyl anion) 1 (Scheme 5.1).The chemistry of a-metalated epoxides and aziridines (the a prefix will from now on not be included but should be assumed) has been reviewed previously [1], but in this chapter it is our intention to focus on those reactions involving them that are useful in synthesis, rather than just of pedagogical interest. Beginning with metalated epoxides, since the greater amount of work has involved them, we intend to present carefully chosen examples of their behavior that delineate the diverse nature of their chemistry. We will then move on to metalated aziridines, the chemistry of which, it will become apparent, closely mirrors that of their epoxide cousins.