A stainless steel/10wt%TiC nanocomposite particles were prepared by high-energy ball-milling method using stainless steel, carbon and titanium as raw materials. The evolution of phase composition, microstructure and specific surface area of the stainless steel/TiC nanocomposite particles with increasing ball-milling time in the range of 0-100 h were investigated by XRD, SEM, TEM and BET techniques. The results showed that the stainless steel/TiC nano-composite particles were fabricated when the ball-milling time was longer than 20 h. However, the nanocomposite particles were soldered and agglomerated again when the ball-milling time was longer than 60 h. The microstructure of the composite particles transformed from lamellar structure to nanostructure during the repeated process of the cold welding and cracking. TEM image reveals clearly that the in-situ TiC nanoparticles with grain size of 3-8 nm are in the interior of the stainless steel/TiC nanocomposite particles obtained by ball-milling 100 h.