Purpose: To study the antioxidant properties and antiproliferative activities of grape seed phenlic compounds on Petri-Dish cultured cancer cells.Methods: Three phenolic compound parameters(total phenols,flavonoids,and ?avan-3-ols) and three antioxidant property parameters DPPH(2,2-diphenyl-1–picrylhydrazyl) radical scavenging,ABTS 2,2-azino-di-(3-ethylben-zothialozine-sulphonic acid) radical scavenging and FRAP(ferric reducing antioxidant power),were measured.In-vitro cultured human liver cancer cells-HepG2 were treated with extracts of grape seed phenlic compounds in different concentration for 24 h,and were measured for proliferation ability by MTT assay.Results: Phenolic compounds,antioxidant properties and antiproliferative activities were different among variant grape seed extracts.Large quantity of phenolic compounds were remained in grape pomace.V.vinifera Cabernet Sauvignonhad higher values of phenolic compounds,antioxidant properties and antiproliferative activities than V.rotundifolia Noble.Conclusions: Grape seed phenolic extracts from both fresh fruit and pomace showed antioxidant properties and antiproliferative activities.