The success of semi-solid metal processing mostly depends on the formation of suitable starting microstructure, which must consist of solid metal spheroids in a liquid matrix. Various methods of obtaining this structure have been established; they include recrystallisation and partial melting (RAP), strain-induced melt-activated (SIMA), or simple mechanical stirring, to name a few. These methods, as widely discussed, have mostly been applied with light alloys, mainly aluminium based. This article discusses solid-liquid structural break-up in M2 tool steel subjected to a direct re-melting procedure from the as-annealed condition. The role of carbide dissolution in the grain boundary liquation of the steel is described. This leads to the production of near spheroidal solid grains in a liquid matrix, a microstructure suitable for the thixoforming process. Microstructural examination revealed that carbide particles contained in bands at 1220 A degrees C slowly disappeared with temperature. At 1300 A degrees C, the solid grains seemed to be free from carbides. Most of the carbides had now re-precipitated at the grain boundaries. Thixoforming carried out at 1340 and 1360 A degrees C revealed the thixotropic properties of the semi-solid metal slurries. The results indicate a widening of the range of potential routes to thixoformable microstructures.