Abstract: To improve the stability and bioavailability of Lycium barbarum L.zeaxanthin dipalmitate, the ultrasonic method was used to prepare zeaxanthin dipalmitate liposome. And the antioxidant activity were investigated by scavenging DPPH radical activity, reducing power and the anti-lipid peroxidation activity. The results showed that when the ratio of zeaxanthin dipalmitate, cholesterol and tween 80 with lecithin were 1:6, 1:4 and 2:10, respectively, PB buffer with pH6.6, the zeaxanthin dipalmitate liposome whould the highest encapsulation rate, which was 97.99%. The results of antioxidant activity in vitro showed that, liposomes with low envelope sealing rate had less ability to clear DPPH radical, and the DPPH free radical scavenging capacity and anti-lipid peroxidation effect increased significantly (p<0.05) with the increasing of encapsulation efficiency. But had no significant influence on reducing power. In this paper, the preparation and antioxidation activity in vitro of zeaxanthin dipalmitate liposomes were preliminarily studied, which would provide the theoretical guidance for the feasibility study.