Top-down, layer-by-layer de-layering inspection with a mechanical polisher and serial cross-sectional Focused Ion Beam (XFIB) slicing are two common approaches for physical failure analysis (PFA). This paper uses XFIB to perform top-down, layer-by-layer de-layering followed by Scanning Electron Microscope (SEM) inspection. The advantage of the FIB-SEM de-layering technique over mechanical de-layering is better control of the de-layering process. Combining the precise milling capability of the FIB with the real-time imaging capability of the SEM enables the operator to observe the de-layering as it progresses, minimizing the likelihood of removing either too much or too little material. Furthermore, real time SEM view during top-down XFIB de-layering is able to provide a better understanding of how the defects are formed and these findings could then be feedback to the production line for process improvement.