Two-stage emulsion polymerizations of hydrophobic monomers on hydrophilic seed polymer particles were carried out to make core-shell composite particles. It was found that the loci of polymerization in the second stage were the surface layer of the hydrophilic seed latex particles, and that it has resulted in the formation of either eccentric core-shell particles with the core exposed to the aqueous phase or aggregated nonspherical composite particles with the shell attached on the seed surface as many small separated particles. The driving force of these phenomena is related to the gain in free energy of the system in going from the hydrophobic polymer-water interface to hydrophilic polymer-water interface. Thermodynamic analysis of the present polymerization system, which was based on spreading coefficients, supported the likely occurrence of such nonspherical particles due to the combined effects of interfacial free energies and phase separation between the two polymer phases. A hypothetical pathway was proposed to prepare hydrophilic core-hydrophobic shell composite latex particles, which is based on the concept of opposing driving and resistance forces for the phase migration. It was found that the viscosity of the monomer-swollen polymer phase played important role in the formation of particle morphology.