A kind of medium-carbon low-alloy dual-phase steels with high-content martensite produced by intercritical annealing at 785-830 °C for 10-50 minutes were studied in aspect of microstructures and work hardening behavior using SEM and tensile testing machine. The experimental results showed that the work hardening of the studied steels obeyed the two-stage work hardening mechanism, whose work hardening exponent of the first stage was higher than that of the second stage. The work hardening exponent increased with increasing the intercritical annealing temperature and time. For series A steel intercritically annealed at 785 °C with starting microstructure of ferrite plus pearlite, austenite nucleated at the pearlite colonies, so the holding time of only 50 minutes can increase the work hardening exponent obviously. For series B steel with starting microstructure of martensite, austenite nucleated at lath interfaces, lath colony boundaries of primary martensite and carbides, accelerating the formation of austenite, so holding time for 30 minutes made the work hardening exponent increase obviously. High work hardening rate during initial plastic deformation (<0.5% strain) was observed.