The effect of alloying elements, Nb and Mn on massive transformation in Ti-45Al based alloys was studied. The alloy samples were heat treated at 1350 °C for 30 minutes and subsequently cooled to room temperature by furnace cooling, air cooling, and water quenching. The microstructural evolution in various alloys was investigated by a detailed microstructural characterization of the heattreated samples by optical, scanning, and transmission electron microscopy. It was observed that the volume fraction of the massively transformed gamma in water-quenched samples increased from nil in the Mn-free alloy to ϳ70 pct in the alloy containing 2 at. pct Mn. Nb had a minimal effect on the extent of transformation. The effects of Nb and Mn have been rationalized on the basis of the site occupancy of the alloying elements and their possible influence on the phase boundaries and grain size. An attempt has also been made to elucidate the mechanism of massive transformation in these alloys. Based on the results obtained, the influence of Mn and Nb on the kinetics of massive transformation is presented and discussed and, the CCT diagrams for different alloys used in this study are proposed.