Aims:The protective effects of hawthorn fruit against atherosclerosis and the potential underlying mechanisms of this fruit in improving the hypolipidemic and antioxidant activities were investigated in apolipoprotein E-deficient (apoE −/− ) mice. Methods: ApoE −/− mice were divided into a control group (n = 10) and hawthorn fruit group (n = 10). The mean size of the lesions in the aortic root was assessed, and the serum glucose levels, insulin levels, lipid profiles, total antioxidant capacity (T-AOC) and superoxide dismutase (SOD) and glutathione peroxidase (GSH-PX) activities were measured. The mRNA levels of hepatic genes related to lipid metabolism and antioxidant enzymes were examined. Results: The hawthorn fruit group mice developed significantly decreased (p<0.05) atherosclerotic lesions. The levels of serum lipids decreased significantly (p<0.05) and the levels of cholesterol/triglycerides, including very-low-density lipoprotein (VLDL) and low-density lipoprotein (LDL), decreased in the hawthorn fruit group. The hawthorn fruit mice exhibited significantly increased T-AOC values and SOD and GSH-PX activities (p<0.05). The hepatic fatty acid synthase (FAS) and sterol regulatory element binding protein-1c (SREBP-1c) mRNA levels were reduced by 42% (p< 0.05) and 23% p<0.05) in the mice fed the hawthorn fruit diet compared with that observed in the mice fed a standard diet. However, the hepatic hydroxymethylglutaryl CoA reductase (HMG-CoAR) mRNA levels showed no significant differences between the two groups. The mRNA expression levels of the antioxidant enzymes (SOD1, SOD2, Gpx3) were higher (p<0.05) in the livers of the hawthorn fruit diet mice compared with those observed in the control mice. Conclusions: Hawthorn fruit exerts a protective effect against atherosclerosis in apoE −/− mice by improving the hypolipidemic and antioxidant activities.