Austenite formation from a ferrite-cementite mixture is a crucial step during the processing of advanced high strength steels (AHSS).The ferrite-cementite mixture is usually inhomogeneous in both structure and composition,which makes the mechanism of austenite formation very complex,In this contribu-tion,austenite formation upon continuous heating from a designed spheroidized cementite structure in a model Fe-C-Mn alloy was investigated with an emphasis on the role of heating rate in kinetic transitions and element partitioning during austenite formation.Based on partition/non-partition local equilibrium (PLE/NPLE) assumption,austenite growth was found alternately contribute by PLE,NPLE and PLE controlled interfaces migration during slow-heating,while NPLE mode predominately controlled the austenitization by a synchronous dissolution of ferrite and cementite upon fast-heating.It was both experimentally and theoretically found that there is a long-distance diffusion of Mn within austenite of the slow-heated sample,while a sharp Mn gradient was retained within austenite of the fast-heated sam-ple.Such a strong heterogeneous distribution of Mn within austenite cause a large difference in driving force for ferrite or martensite formation during subsequent cooling process,which could lead to various final microstructures.The current study indicates that fast-heating could lead to unique microstructures which could hardly be obtained via the conventional annealing process,