Non-volatile memory based on TiN nanocrystal (TiN-NC) charge storage nodes embedded in SiO₂ has been fabricated and its electrical properties have been measured. It was found that the density and size distribution of TiN-NCs can be controlled by annealing temperature. The formation of well separated crystalline TiN nano-dots with an average size of 5nm is confirmed by transmission electron microscopy and x-ray diffraction. x-ray photoelectron spectroscopy confirms the existence of a transition layer of TiN_xO_y/SiON oxide between TiN-NC and SiO₂, which reduces the barrier height of tunnel oxide and thereby enhances programming/erasing speed. The memory device shows a memory window of 2.5V and an endurance cycle throughout 10⁵. Its charging mechanism, which is interpreted from the analysis of programming speed (dV_th/dt) and the gate leakage versus voltage characteristics (I_g vs V_g), has been explained by direct tunnelling for tunnel oxide and Fowler–Nordheim tunnelling for control oxide at programming voltages lower than 9V, and by Fowler–Nordheim tunnelling for both the oxides at programming voltages higher than 9 V.