The effects of homogenization, hot-forging, and annealing condition on microstructure and hardness of a modified STD61 hot-work tool steel were investigated. The ingot specimen had a dendritic structure consisting of bainite and martensite. Spherical VC particles of approximately 50 nm and cuboidal (V,Ti)C particles of about 100 nm were observed in the ingot specimen. After homogenization, the dendritic structure was blurred, and the difference in hardness between martensite and bainite became narrow, resulting in the more homogeneous microstructure. Needle-shaped non-equilibrium $(Fe,Cr)_3C$ particles were additionally observed in the homogenized specimen. The hot-forged specimen had bainite single phase with spherical VC, cuboidal (V,Ti)C, and needle-shaped $(Fe,Cr)_3C$ particles. After annealing at $860^{circ}C$, the microstructures of specimens were ferrite single phase with various carbides such as VC, $(Fe,Cr)_7C_3$, and $(Fe,Cr)_{23}C_6$ because of relatively slow cooling rates. The size of carbides in annealed specimens decreased with increasing cooling rate, resulting in the increase of hardness.