Phosphorus (P) containing monomers such as bis(3-aminophenyl)-methyl phosphine oxide(DAMPO), bis(3-aminophenyl)-phenyl phosphine oxide(DAPPO), bis[(3-aminophenoxy)phenyl] methyl phosphine oxide(BAMPO), and bis[(3-aminophenoxy)phenyl]phenyl phosphine oxide(BAPPO) and polymer such as poly(arylene ether phosphine oxide) was synthesized and utilized as curing agents or tougheners for epoxy resins, respectively. Poly(arylene ether sulfone), PES, was also prepared for comparison. The polymers were designed to have the molecular weight of 15000 or 20000 g/mole and amine end-groups so that they can react with epoxy groups. Flame retardancy of all epoxy samples were analyzed by TGA and only PEPO toughened samples were subjected to flame tests. The epoxy samples cured with P-containing monomers as well as toughened with PEPO exhibited excellent flame retardancy.