The kinetic and thermodynamic control of pseudobase formation from 3-W-1-methylquinolinium cations has been studied for a variety of substituents (W). Spectral data indicate that, in both aqueous and methanolic solution, the C-2 pseudobases predominate at equilibrium for W = H and Br, while the C-4 pseudobases are the thermodynamically preferred species for W = CONH2, CO2CH3, CN, and NO2. Stopped-flow studies indicate that in all cases the C-2 pseudobases are the kineticallycontrolled products upon basification of the aqueous solutions of these cations. Equilibrium constants (pKR+) have been measured for pseudobase formation at both C-2 and C-4 for each W in all cases where they are experimentally accessible. Substituent effects upon [Formula: see text] correlate with σm for W, while [Formula: see text] depends upon σp−. These substituent effects allow the prediction of [Formula: see text] and [Formula: see text] for the 1-methylquinolinium cation. Rates of C-2 to C-4 pseudobase equilibration have been measured in all cases where the latter species is thermodynamically more stable. These kinetic data allow the evaluation of rate constants for C-4 pseudobase equilibration with each cation. In all cases except W = CN, C-2 pseudobase formation is complete within the mixing time of the stopped-flow instrument.