The Compositae plant, Saussurea medusa MAXIM., is a rare perennial medicinal herb growing in the northwestern parts of China (e.g., Tibet, Xinjiang, Qinghai, Gansu, Yunnan, and Sichuan provinces). The whole plant or aerial parts of S. medusa, popularly known as "Xuelianhua ( )", has been commonly used in both traditional Chinese medicine and Tibetan folk medicine as a remedy for rheumatic arthritis, menoxenia, gynopathy, traumatic bleeding, and headache.2-4) Several lignan, neolignan, flavonoid, terpenoid, and chlorophyll constituents have previously been isolated from S. medusa [5][6][7][8][9][10] and their pharmacologic activities such as anti-tumor-promoting, 5) immunosuppressive 6) and cellprotecting activities 7) were also reported. In the course of our studies on bioactive constituents from Chinese natural medicines, [11][12][13][14][15][16][17] we found that the 80% aqueous acetone extract from the whole plant of S. medusa showed a potent inhibitory effect on rat lens aldose reductase (IC 50 ϭ1.4 mg/ml). In this paper, we report the isolation and structure elucidation of two new megastigmane glycosides, saussureosides A (1) and B (2), together with 13 flavonoids (3-15), four lignans (16)(17)(18)(19) and three neolignans (20)(21)(22), three quinic acids (23-25), and 24 other known constituents.The 80% aqueous acetone extract from the whole plant of S. medusa was partitioned into an EtOAc-H 2 O (1 : 1, v/v) mixture to furnish the EtOAc-soluble fraction and aqueous layer. The aqueous layer was extracted with n-butanol (n-BuOH) to give n-BuOH and H 2 O-soluble fractions. The n-BuOH-soluble fraction, which was the most active fraction (IC 50 ϭ0.8 mg/ml), was subjected to normal-phase and reversed-phase silica gel column chromatography and repeated HPLC to give saussureosides A (1, 0.0007%) and B (2, 0.0038%), apigenin (0.0011%). Structure of Saussureosides A (1) and B (2) Saussureoside A (1) was isolated as a white powder with negative optical rotation ([a] D 24 Ϫ45.0°). In the UV spectrum of 1, an absorption maximum was observed at 229 (log e 4.07) nm, while the IR spectrum of 1 showed absorption bands at 1684, 1671, and 1260 cm Ϫ1 assignable to a,b-unsaturated carbonyl, olefin, and epoxide functions and strong absorption bands at 3410 and 1078 cm Ϫ1 suggestive of a glycoside moiety. In the positive-ion FAB-MS of 1, a quasimolecular ion peak was observed at m/z 425 (MϩNa) The 80% aqueous acetone extract from the whole plant of Saussurea medusa MAXIM. was found to inhibit rat lens aldose reductase (IC 50 4.1؍ m mg/ml). From this extract, flavonoids, lignans, and quinic acid derivatives were isolated together with two new ionone glycosides, saussureosides A and B. Their absolute stereostructures were elucidated on the basis of chemical and physicochemical evidence including the application of modified Mosher's method. In addition, some isolates were found to show an inhibitory effect on aldose reductase.