Fine Al-Si3N4 composite particles were prepared via mechanochemical processing of the coarse aluminum powder and submicron silicon nitride powder in order to obtain the core-shell structure of composite powder particles. It was expected that soft aluminum particles could form a thin coat on hard silicon nitride particles. The resultant particles were characterized through scanning and transmission electron microscopy and electron spectroscopes. Their particle size distribution, specific surface area, nitrogen/oxygen content and phase composition were also determined. Chemical analysis showed that limited oxidation occurred during mechanochemical processing. It has been found that a thin Al-enriched layer (larger than 10 nm) formed at some Si3N4 particles apart from the opposite effect if Si3N4 particles were occluded in coarser Al items. Discussion of the results is also presented.