As an active component extracted from Chinese herb moutan cortex and roots of paeonia lactiflora pallas, paeonol possesses many biological activities, including anti-inflammatory and vascular protection activities. In this study, athero-protectiveeffects of paeonol were investigated in apoliprotein E deficient (ApoE–/–) mice through the entire course of atherosclerotic development. ApoE–/– mice were divided into five groups and fed a high-cholesterol diet (HCD) for 5, 15 and 25 weeks. Then they were fed either paeonol or atorvastatin for 6 weeks. The methods, such as ELISA for serum lipid and cytokine analyses, Western blotting for protein expressions, and H&E and oil-red o-staining method, were used for evaluation of thoracic aorta lesion area. The results showed that paeonol could significantly reduce body weight, blood lipid, total cholesterol (TC), triglyceride (TG) and low density lipoprotein (LDL-C) in ApoE–/– mice at all stages of the atherosclerosis process. Paeonol also reduced the levels of anti-inflammation factors, such as tumor necrosis factor-α (TNF-α), interleukin (IL)-6, oxidized LDL cholesterol (ox-LDL), in serum. In paeonol groups, SOD was significantly increased, whereas MDA was decreased compared with the HCD group (P<0.01). Paeonol markedly attenuated the thickness of the lipid-rich plaque and down-regulated the expressions of VCAM-1 and MMP-9 in aorta of mice, suggesting that paeonol could inhibit formation of plaque and stabilize plaques. Taken together, paeonol appeared to have anti-dyslipidemia and anti-atherosclerotic effects by lipid regulation, and it could inhibit the effects of inflammation and oxidative stress on HCD-fed ApoE–/– mice through the entire course of atherosclerotic development.