We report the reactivity of N-phosphinoguanidines of the formula (HNR)(Ph2PNR)C(NAr) (R = iPr and Ar = 2,6-iPr2C6H3 [Dipp] for 1a, R = iPr and Ar = 2,4,6-Me3C6H2 [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 AlMe3, ZnEt2, MgnBu2, and nBuLi to obtain novel phosphinoguanidinato and phosphinimine-amidinato compounds. Reactions of 1a-c with AlMe3 at room temperature led to the kinetic phosphinoguanidinato products [Al{κ2-N,N'-(NR)C(NAr)(NRPPh2)}Me2] (2a-c), whereas the mild heating (60-80 °C) of solutions of 2a-c give the thermodynamic phosphinimine-amidinato products [Al{κ2-N,N'-(NR)C(NAr)(PPh2NR)}Me2] (3a-c) after ligand rearrangement. The reactions of equimolar amounts of 1a-c and ZnEt2 initially give solutions containing unstable phosphinoguanidinato compounds [Zn{κ2-N,P-(NR)C(NAr)(NRPPh2)}Et] (4a-c), which rearrange upon mild heating to the phosphinimine-amidinato derivatives [Zn{κ2-N,N'-(NR)C(NAr)(PPh2NR)}Et] (6a-c). Bis(phosphinoguanidinato) compounds [Zn{κ2-N,P-(NR)C(NAr)(NRPPh2)}2] (5a-c) can be obtained under mild conditions (<45 °C) in THF, whereas bis(phosphinimine-amidinato) compounds [Zn{κ2-N,N'-(NR)C(NAr)(PPh2NR)}2] (7a-c) are also accessible under more forcing conditions (55-100 °C) from (i) ZnEt2 and 1b,c (2 equiv), (ii) 6a and 1a, or (iii) 5b,c. Equimolar mixtures of MgnBu2 and 1a-c in THF at room temperature give unstable phosphinimine-amidinato monoalkyl products [Mg{κ2-N,N'-(NR)C(NAr)(PPh2NR)}nBu(THF)2] (8a-c), whereas 2 equiv of 1a,b are required to reach the bischelate compounds [Mg{κ2-N,N'-(NiPr)C(NAr)(PPh2NiPr)}2] (9a,b). Finally, phosphinoguanidinato compounds [Li{κ2-N,P-(NR)C(NDipp)(NRPPh2)}(THF)2] (10a,c) were obtained in the reactions of 1a,c with nBuLi in THF under ambient conditions. The removal of the solvent from solutions of 10a,c under partial vacuum leads to the dinuclear compounds [Li2{μ-κ2-N,N':κ1-N-(NR)C(NDipp)(NRPPh2)}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 phosphinimine-amidinato compounds [Li{κ2-N,N'-(NR)C(NDipp)(PPh2NR)}(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 phosphino-amide and the carbodiimide.