Film characteristics of thin ONO dielectric layers for MONOS (metal-oxide-nitride-oxide-semiconductor) EEPROM was investigated by AES, SIMS, TEM and AFM. The ONO films with different dimension of tunneling oxide, nitride, and blocking oxide were fabricated. During deposition of the LPCVD nitride films on tunneling oxide, this thin oxide was nitrized. When the blocking oxide were deposited on the nitride film, the oxygen not only oxidized the nitride surface, but diffused through the nitride. The results of ONO film analysis exhibits that it is made up of $SiO_2$(blocking oxide)/O-rich SiOxNy (interface)/ N-rich SiOxNy(nitride)/O-rich SiOxNy(tunneling oxide). In addition, the SiON phase is distributed mainly near the tunneling oxide/nitride and nitride/blocking oxide interfaces, and the $Si_2NO$ phase is distributed mainly at nitride side of each interfaces and in tunneling oxide.