The flake-forming behaviour of powders of molybdenum, niobium, nickel, BS 316 S 12, Ni-17Cr-6Al-0.6Y, iron, titanium and Ti-6Al-4V, using a wet ball mill, was investigated. MgO-Al2O3-SiO2 (MAS) glass composites reinforced with these flaked particles were fabricated, and improvements in flexural strength evaluated. The MAS glass composites reinforced with flaky metallic particles such as molybdenum, niobium, iron, nickel and Ni-17Cr-6Al-0.6Y, showed an improvement. The effect of molybdenum particle size on the flake-forming behaviour of molybdenum, flexural strength and fracture toughness of MAS glass/molybdenum composites, were investigated. The flake-forming behaviour shows a high degree of dependence on molybdenum particle size and, upto a size of 32 mu m, becomes conspicuous with increasing particle size. At 32 mu m, the aspect ratio reaches a value of 17 and, above 32 mu m, flake forming saturates. Fracture tough ness is closely related to flake-forming behaviour and the more marked the flake forming, the greater is the increase in fracture toughness. A composite of MAS glass with flaky molybdenum particles has a greater improvement effect on fracture toughness than composites with SiC whiskers, SiC platelets or ZrO2 particles. This is closely linked to plastic deformation of the flaky metallic particles at the crack tip at the time of fracture.