Titanium-tantalum shape memory alloys (SMAs) are promising candidates for actuator applications at elevated temperatures. They may even succeed in substituting ternary nickel-titanium high temperature SMAs, which are either extremely expensive or difficult to form. However, titanium-tantalum alloys show rapid functional and structural degradation under cyclic thermo-mechanical loading. The current work reveals that degradation is not only governed by the evolution of the !-phase. Dislocation processes and chemical decomposition of the matrix at grain boundaries also play a major role.Keywords: Microstructure; phase transformation; decomposition; training; !-phase.Shape memory alloys (SMAs) have been in the focus of intensive research for decades. 1-6 A fully reversible phase transformation from an austenitic high-temperature phase to a low-temperature martensitic phase can result in a substantial shape change. 1,2 Three types of shape memory effects are known: The one-way and the two-way shape memory effect and pseudoelasticity. 1,3,6 The first two effects can be exploited in actuator applications. Based on the transformation temperatures of the SMA under consideration, i.e., start and finish temperatures for austenite and martensite (A s , A f , M s , M f ), actuation can be triggered at different temperatures. 6,7 For Ti-Ta-X (e.g., X ¼ Al) high-temperature (HT) SMAs, M s is adjusted to allow for actuation response under superimposed stresses in a temperature window between 150 ○ C and 300 ○ C. 8-13 Actuation strains for Ti-30 Ta have been shown to be highly dependent on the crystal orientation, providing exploitable transformation strains of up to 3.6% for the h011i orientation. 13 Ternary elements were shown to affect the absolute value of strains, but they do not alter the orientation dependence. 14,15 A key issue for industrial applications of Ti-Ta-X HT SMAs is functional stability. Buenconsejo and co-workers showed that binary Ti-Ta alloys are prone to rapid degradation due to the evolution of the !-phase and a concomitant stabilization of the β-parent phase. 8,10,11 Similarly, the enrichment of β-stabilizers in the matrix as a result of !-phase formation was demonstrated for other β-Ti-alloys. 16 In an attempt to hamper !-phase evolution, Buenconsejo et al. added ternary alloying elements. [9][10][11] They showed that tin and aluminium are the most promising elements for stabilizing Ti-Ta-X alloys. 10,11 Other groups indicated that the Ti-Ta-Zr and Ti-Ta-Y systems may also represent potential HT SMA candidates. 17,18 Thermal and functional stability of Ti-Ta-X alloys have mostly been studied for short ageing times or a limited number of cycles. [8][9][10][11] Ti-27Ta-5Al was shown to be stable for up to 20 thermal cycles, where the maximum test temperature was about 250 ○ C. 10 Experiments conducted on Ti-30Ta and Ti-30Ta-3Al in related studies revealed that changes in test §