Ti-50(at.%)Al samples were oxidized at 900°C in air for 1 hour and studied by electron microscopy. The application of electron spectroscopic imaging with energy filtered TEM permitted the imaging of the distribution of the relevant elements (Ti, Al, O, N) within the oxide scale. With this method the formation of TiN in the inner part of the scale could be shown. The oxidation in air lead to an alternating scale containing TiN and alumina near the metal/scale interface. The formation of an aluminum-depleted second metallic phase in the metal beneath the oxide scale was observed.