Evolution of the theory of aromaticity has raised interest in the synthesis of pericondensed indolizines such as cyclazines 1 and their analogs. 1 Yet, chemistry of hetero counterparts of such structures, including antiaromatic ones, are still poorly understood. Figure 1 shows the currently known representatives of [3.3.2]cyclazine series 1a-i. 2 The synthesis of such cyclazines includes addition of a five-and/or six-membered ring, 2 in accordance with cylization schemes shown in Figure 2.Theoretically, indolizines 2 containing a heteroatom at position 5 could serve as precursors of [3.3.2]cyclazines, but these compounds are not readily available. Our research group has developed a new strategy for the synthesis of 5-substituted indolizines by recyclization of oxazolopyridinium salts 3 by the action of nucleophiles (amines and alkoxides). 3 The use of bifunctional reagents (Nu -a nucleophilic heteroatom, E -an electrophilic carbon atom) in such a reaction could lead to indolizines 2, potentially capable of cyclization into cyclazine 1 analogs via attack by an electrophilic atom on the π-excessive pyrrole moiety (Scheme 1).Amine derivatives having a carbonyl group at the chain end could serve as suitable reagents. Of course, such agents must be stable under recyclization conditions (high temperature and concentration of the reagents). Of secondary amines, N-methylaminoacetaldehyde (acetal 5-Methyloxazolo[3,2-a]pyridinium salts were shown to react with (methylamino)acetaldehyde dimethyl acetal leading to the formation of functionalized 5-aminoindolizines, which in turn are capable of closing the pyrimidine ring in acidic media forming aza[3.3.2] cyclazines.