The electroless-deposited Ni-P under bump metallurgy (UBM) layer was fabricated on Al pads for Sn containing solder bumps. The amount of P in the electroless Ni film was optimized by controlling complexing agents and the pH of plating solution. The interfacial reaction at the electroless Ni UBM/solder interface was investigated in this study. The intermetallic compound (IMC) formed at the interface during solder reflowing was mainly Ni 3 Sn 4 , and a Prich Ni layer was also formed as a by-product of Ni-Sn reaction between the Ni-Sn IMC and the electroless Ni layer. One to four microns of Ni 3 Sn 4 IMC and a 1800-5000 Å of P-rich Ni layer were formed in less than 10 min of solder reflowing depending on solder materials and reflow temperatures. It was found that the P-rich Ni layer contains Ni, P, and a small amount of Sn (ϳ7 at.%). Further cross-sectional transmission electron microscopy (TEM) analysis confirmed that the composition of the P-rich Ni layer was 75 at.% Ni, 20at.%P, and 5at.%Sn by energy-dispersive x-ray spectroscopy (EDS) and the phase transformation occurred in the P-rich Ni layer by observing grain size. Kirkendall voids were also found in the Ni 3 Sn 4 IMC, just above the P-rich Ni layer after extensive solder reflow. The Kirkendall voids are considered a primary cause of the brittle fracture; restriction of the growth of of the P-rich Ni layer by optimizing proper processing conditions is recommended. The growth kinetics of Ni-Sn IMC and P-rich Ni layer follows three steps: a rapid initial growth during the first 1 min of solder reflow, followed by a reduced growth step, and finally a diffusion-controlled growth. During the diffusion-controlled growth, there was a linear dependence between the layer thickness and time 1/2 . Flip chip bump shear testing was performed to measure the effects of the IMC and the P-rich Ni layers on bump adhesion property. Most failures occurred in the solder and at the Ni 3 Sn 4 IMC. The brittle characteristics of the Ni-Sn IMC and the Kirkendall voids at the electroless Ni UBM-Sn containing solder system cause brittle bump failure, which results in a decreased bump adhesion strength.