Objctive: to discuss the influence of tioxin Recipe on the abilities of learning and memory and cholinergic system in Alzheimer's rat models induced by injecting D-galactose and Ibotenic acid. Methods:Alzhiemer's rat models were induced by D-galactose and Ibotenic acid witch combined hyodemic D-galactose with intracere- bral incirectional injection Ibotenic acid.The rats were divided into blank comparison group and tacrine group. Through the methods of Y- electrical labyrinth and radiate immunity,the experimental rats were measured the abilities of leaning and memory, the activities of cerebrum cortes ChAT and AchE, the Rt cost changes of M recept. In the meantime, the influences of taoxin recipe on these index were observed. Recsults:to the model rats, the abilities of learning and memory were descended,the activities of cerebrum cortex ChAT and AchE were reduced, the Rt costs were also reduced ,Tiaoxin Recipe could up-adjust above these changes of model rats, tacrine could improve learning and memory increased the activities of cerebrum cortex AchE. conclusion:To the model rats, Tiaoxin recipe could improve learning and memoury, enhanced centrom cholinergic function. The mecha- nisms of Tiaoxin recipe were different to tacrine.