Microstructure evolution of Ni-based oxide dispersion-strengthened alloy powders with milling time is investigated. The elemental powders having a nominal composition of Ni-15Cr-4.5Al-4W-2.5Ti-2Mo-2Ta-0.15Zr-1.1Y 2 O 3 in wt % were ball-milled by using horizontal rotary ball milling with the change of milling velocity. Microstructure observation revealed that large aggregates were formed in the early stages of ball milling, and further milling to 5 h decreased particle size. The average crystalline size, estimated by the peak broadening of XRD, decreased from 28 nm to 15 nm with increasing milling time from 1 h to 5 h. SEM and EPMA analysis showed that the main elements of Ni and Cr were homogeneously distributed inside the powders after ball milling of 5 h.