Treatment of 3'-amino-3'-deoxythymidine (1) with carboxylic acid anhydrides afforded the corresponding acylamino derivatives 2a-f. Reaction of 1 with a variety of isothiocyanates led to the corresponding thioureido derivatives 3a-i. Also, conversion of 1 into 3'-carbylamino-3'-deoxythymidine (7) is reported. The compounds 2, 3, and 8 were evaluated for their anti-HIV activity in MT-4 cells, but did not show sufficient efficacy.