The cold rolling and simulative continuous annealing experiments after rolling were carried out in the laboratory on the base of super fine grain (SFG) steel sheet. The microstructure and the second-phase particles precipitated behavior were analyzed by the technology of OM, TEM and EDX. It is found that the fined Nb(C, N) can be formed by adding micro-alloy element Nb. It is noted that the yield strength is low as well as the tensile strength is high by the PFZ which is free of precipitate called precipitated free zone on the one side of the grain boundary. Contrast to the conventional IF steel, the super fine grain steel has super fine grains and gives excellent press-formability such as low yield strength, high r-value（the plastic strain ratio）. High strength cold-rolled steel sheets (HSS) with high formability have been developed in the last decade, in which the major strengthening method was solid-solution hardening with silicon, manganese and phosphorous [1-3]. When the IF steel is strengthened with the high amount of solid-solution elements, it becomes susceptible to the secondary work embrittlement because of the lack of grain boundary strength [4-6]. In this paper, High strength cold-rolled steel sheets (HSS) with high formability have been developed for the IF steel-bases. The grain reﬁnement and precipitation hardening are achieved by means of the ﬁne distribution of carbide under the appropriate combination of the relatively higher carbon content near 0.0070 mass% with niobium. As the result, this type of IF-HSS has been successfully developed to reach a higher r-value as compared with the conventional IF-HSS.