Abstract: Microstructural investigations with transmission electron microscopy were carried out on quenched Ni-Ti alloys with 52 and 54.5 at% Ni. For the Ni52Ti48 specimen long time exposed diffraction patterns of a single grain show besides the expected reflections of the B2-phase, two sets of extra reflections in different zones. The first type of spots is explained by lattice displacement waves, which are regarded as precursors of the martensitic Ni-Ti phases, B 19' and R-phase, respectively. The second set of reflection with more diffuse intensity than the other reflections is related to Ni4Ti3 precipitates in an early state of formation. For the Ni-richer Ni54.5Ti45.5 alloy only Ni4Ti3 precipitates in an early state of formation are found but no precursors of the B 19'- and R-phase.