Abstract: The sea-buckthorn wine was fermented by using Staphylococcus Pasteuri (S. Pasteuri) TS-82 and Saahavomyces cerevisiae together. The content difference of carotenoids, polyphenols and norisoprenoids between sea-buckthorn wine fermented by yeast combined with S. Pasteuri TS-82 and another one fermented by traditional method were determined by saponification, HPLC, and GC-MS analysis, respectively. The results showed that some carotenoids could be degraded to produce aroma compounds using S. Pasteuri TS-82 combined with yeast. The contents of typical compounds including β-cyclocitral, β-ionone, β-ionone-5, 6-epoxide and dihydroactinidiolide were increased significantly compared with traditional wine (p<0.05). At the same time, a certain amount of carotenoids (2.4 mg/L) could be retained in the wine to ensure the nutrition and flavor of sea-buckthorn wine. Besides, the contents of polyphenols including gallic acid, catechin, ferulic acid, hyperoside and ellagic acid were enhanced significantly compared with traditional wine (p<0.05). In conclusion, the flavor of sea-buckthorn wine was improved effectively by using S. Pasteuri TS-82 and Saahavomyces cerevisiae together.