FLEXIBLE PHENOLIC RESINS USEFUL FOR INTERIOR CAN COATINGS, DRUM AND PAIL LININGS, WIRE COATINGS, LAMINATING RESINS, BAKING PRIMERS, ADHESIVE, PIPE COATINGS, PHENOLIC MOLDING RESINS, FOUNDRY RESINS AND THE LIKE ARE PRODUCED BY THE METHOD COMPRISING THE STEPS OF: (1) REACTING A POLYMER CONTAINING ALPHA BETA CARBONTO-CARBON UNSATURATED CARBONYL FUNCTION WITH A NUCLEOPHILIC COMPOUND HAVING AT LEAST TWO ACTIVE HYDROGENS TO FORM A POLYMER CONTAINING AN ACTIVE PENDENT NUCLEOPHILLIC GROUP CONTAINING AT LEAST 1 ACTIVE HYDROGEN, (2) REACTING THE RESULTANT NUCLEOPHILIC GROUP CONTAINING ACTIVE HYDROGEN ON THE SAID POLYMER WITH AN ALDEHYDE TO FORM A POLYMER CONTAINING AN ACTIVE PENDENT METHYLOL DERIVATIVE GROUP, (3) REACTING SAID PENDENT METHYLOL GROUP WITH AN AROMATIC COMPOUND CONTAINING AN ORTHO-PARA ACTIVATING GROUP TO FORM A MODIFIED POLYMER CONTAINING A PENDENT ARYLALKYLENE GROUP CONTAINING AT LEAST ONE NUCLEAR HYDROGEN CAPABLE OF FURTHER CONDENSATION WITH AN ALDEHYDE, (4) RECOVERING THE POLYMER SO PRODUCED.