A new class of polybenzoxazine/montmorillonite (PBz/MMT) nanocomposites has been prepared by the in situ polymerization of the typical fluid benzoxazine monomer, 3-pentyl-5-ol-3,4-dihydro-1,3-benzoxazine, with intercalated benzoxazine MMT clay. A pyridine-substituted benzoxazine was first synthesized and quaternized by 11-bromo-1-undecanol and then used for ion exchange reaction with sodium ions in MMT to obtain intercalated benzoxazine clay. Finally, this organomodified clay was dispersed in the fluid benzoxazine monomers at different loading degrees to conduct the in situ thermal ring-opening polymerization. Polymerization through the interlayer galleries of the clay led to the PBz/MMT nano-composite formation. The morphologies of the nanocomposites were investigated by both X-ray diffraction and transmission electron microscopic techniques, which suggested the partially exfoliated/intercalated structures in the PBz matrix. Results of thermogravimetric analysis confirmed that the thermal stability and char yield of PBz nanocomposites increased with the increase of clay content. (C) 2011 Wiley Periodicals, Inc. J Polym Sci Part A: Polym Chem 49: 4213-4220, 2011