Abstract: In this paper, soli-state fermentation with Agaricus blazei and Agaricus bisporus on millet was conducted. The protein content, amino acid composition and polyphenols content in fermentation products were determined. The results showed that, compared with unfermented millet, the crude protein, water-soluble protein and amino acid nitrogen contents in millet fermentation products of A. blazei and A. bisporus increased significantly(P<0.05). The crude protein contents increased by 6.13% and 12.25%, respectively. The water-soluble protein contents increased by 10.37 and 4.64 times, respectively. The amino acid nitrogencontents increased by 12.31 and 1.01 times, respectively. The amino acid score, essential amino acid index(except millet fermentation products of A. bisporus), nutritional indexand close degree to egg protein of protein in fermentation products were higher than that of unfermented control, which meant that the protein quality in fermentation products was higher than control. The contents of free polyphenols and total polyphenols in fermentation products were significantly higher than unfermented control(P<0.05). The free polyphenols contents reached 3.91 and 1.57 mg GAE/g DW, which was 4.55 and 1.82 times of control, respectively. The total polyphenols contents reached 4.03 and 1.73 mg GAE/g DW, which was 3.87 and 1.66 times of control, respectively. The results of this experiment indicated that soli-state fermentation with A.blazei and A.bisporus could improve the protein quality and polyphenols content in millet. This experiment could provide theoretical basis for the development and utilization of millet resources and increase the added value of millet, and also provide reference for the development and utilization of edible fungus resources.