Microstructure instabilities of the fully lamellar Ti-45Al-8.5Nb-（W,B,Y） alloy were investigated by SEM and TEM after long-term thermal cycling（500 and 1000 thermal cycles） at 900 °C. Two major categories of microstructure instability were produced in the alloy after the thermal cycling： 1） The discontinuous coarsening implies that grain boundary migrations are inclined to occur in the Al-segregation region after the long-term thermal cycling, especially after 1000 thermal cycles. Al-segregation can be reduced during the process of long-term thermal cycling as a result of element diffusion; 2） The α2 lamellae become thinner and are broken after 1000 thermal cycles caused by the dissolution of α2 lamellae through phase transformation of α2→γ. The γ grains nucleate within the α2 lamellae or（α2＋γ） lamellae in a random direction.
