In the present paper, a gamma-ray based on-line detection system was designed for multi-phase flow measurement, where the complicated fluid property of multi-phase flow can be studied by using the principle of ray transmission. The system is made up of three parts, i.e., the sensing unit, the signal conditioning & processing unit and the computer imaging unit. The sensing unit consists of five 241Am sources with principal energy of 59.5 keV and five sets of CdZnTe semiconductor detectors by using the Geant 4 simulating software toolkits. The sources and detectors are mounted equally at the cross section of pipeline to detect different phase medium simultaneously. This function of the system guarantees the real-time performance of the on-line detecting. In order to improve the accuracy of the probe, a low noise probe circuit was designed, including a low noise charge-sensitive preamplifier, a low noise amplifier, filter circuit and an eliminated zero-poles circuit. Some of the emitted gamma-ray photons from the radiation sources are detected by the sensing element, where the photo energy is transferred into electrical energy by using CdZnTe semiconductor detectors. The output of the sensing element is sent to the signal conditioning & processing unit, which is amplified and filtered to be a level-discriminated signal. Finally, the output of the signal conditioning & processing unit is sent to the computer imaging unit, in which the 2D images are reconstructed by using a certain reconstruction algorithm. Under the normal temperature, the system performs the test of energy spectrum and then it has better energy resolution about 4.38% for 241Am 59.5 keV. The result reveals that our system has higher probe accuracy. Using experimental data, the images are reconstructed with Filter back projection (FBP) reconstruction algorithm. Images of high quality are achieved.