Fine particles of Ti-Mo alloy have been prepared by means of arc method, and investigated on internal structure and phase transformation using HR-TEM and EDS. Martensite phase was observed in a particle containing comparatively low concentration of Mo, and ω phase was also found to exist in a nearly 14 % M0 particle. The structure of the ω phase in the fine particle is expanded and remarkably unstable in comparison with the bulk sample, so that it has disappeared in a few seconds during TEM observation. Moreover, the β structure of Ti-Mo particles has changed to the unusual fcc phase with irradiation of a strong electron beam.