We report the reactivity of N-phosphinoguanidines of the formula (HNR)(Ph 2 PNR)C(NAr) (R = i Pr and Ar = 2,6-i Pr 2 C 6 H 3 [Dipp] for 1a, R = i Pr and Ar = 2,4,6-Me 3 C 6 H 2 [Mes] for 1b, and R = Cy and Ar = Dipp for 1c), prepared in high yields from the corresponding trisubstituted guanidines, toward main group metal alkyls AlMe 3 , ZnEt 2 , Mg n Bu 2 , and n BuLi to obtain novel phosphinoguanidinato and phosphinimine-amidinato compounds. Reactions of 1a−c with AlMe 3 at room temperature led to the kinetic phosphinoguanidinato products [Al{κ 2 -N,N′-(NR)C(NAr)(NRPPh 2 )}Me 2 ] (2a−c), whereas the mild heating (60−80 °C) of solutions of 2a−c give the thermodynamic phosphinimine-amidinato products [Al{κ 2 -N,N′-(NR)C(NAr)(PPh 2 NR)}Me 2 ] (3a−c) after ligand rearrangement. The reactions of equimolar amounts of 1a−c and ZnEt 2 initially give solutions containing unstable phosphinoguanidinato compounds [Zn{κ 2 -N,P-(NR)C(NAr)(NRPPh 2 )}-Et] (4a−c), which rearrange upon mild heating to the phosphinimine-amidinato derivatives [Zn{κ 2 -N,N′-(NR)C(NAr)(PPh 2 NR)}Et] (6a−c). Bis(phosphinoguanidinato) compounds [Zn{κ 2 -N,P-(NR)C(NAr)-(NRPPh 2 )} 2 ] (5a−c) can be obtained under mild conditions (<45 °C) in THF, whereas bis(phosphinimine-amidinato) compounds [Zn{κ 2 -N,N′-(NR)C(NAr)(PPh 2 NR)} 2 ] (7a−c) are also accessible under more forcing conditions (55−100 °C) from (i) ZnEt 2 and 1b,c (2 equiv), (ii) 6a and 1a, or (iii) 5b,c. Equimolar mixtures of Mg n Bu 2 and 1a−c in THF at room temperature give unstable phosphinimine-amidinato monoalkyl products [Mg{κ 2 -N,N′-(NR)C(NAr)(PPh 2 NR)} n Bu(THF) 2 ] (8a−c), whereas 2 equiv of 1a,b are required to reach the bischelate compounds [Mg{κ 2 -N,N′-(N i Pr)C(NAr)(PPh 2 N i Pr)} 2 ] (9a,b). Finally, phosphinoguanidinato compounds [Li{κ 2 -N,P-(NR)C(NDipp)(NRPPh 2 )}(THF) 2 ] (10a,c) were obtained in the reactions of 1a,c with n BuLi in THF under ambient conditions. The removal of the solvent from solutions of 10a,c under partial vacuum leads to the dinuclear compounds [Li 2 {μ−κ 2 -N,N′:κ 1 -N-(NR)C(NDipp)(NRPPh 2 )} 2 (THF) 2 ] (11a,c) after the decoordination of one of the THF molecules in 10a,c and dimerization. Heating solutions of 10a,c at 60 °C triggers ligand rearrangement to give phosphinimineamidinato compounds [Li{κ 2 -N,N′-(NR)C(NDipp)(PPh 2 NR)}(THF) 2 ] (12a ,c). We also propose a mechanism for the ligand rearrangement reaction from 10a to give 12a, supported by DFT calculations, which fits nicely with our experimental results. It essentially involves a carbodiimide deinsertion reaction followed by a [3 + 2] cycloaddition between the resulting lithium phosphinoamide and the carbodiimide.