OBJECTIVE： To stu dy the improvement effects of Astragalus complanatus total flavonoids （TFA） on adenine-induced reproductive dysfunction model male rats and its mechanism. METHODS ：Male SD rats were divided into blank group，model group ，positive group （Wuzhi yanzong pill ，2 g/kg），TFA high-dose，medium-dose and low-dose groups （0.05， 0.1，0.2 g/kg），with 12 rats in each group. Male rats in each group were given the corresponding drugs intragastrically at 9：00 a.m. every day ，while the model of reproductive dysfunction was reproduced by intragastric administration of adenine suspension （except for blank group ）at 3：00 p.m. on the same day ，for consecutive 35 days. After medication ，male rats in each group were mated with female rats by ratio of 1∶1 in cages ；7 days later ，inducing-pregnancy rate of male rats were measured. ELISA assay was used to detect the serum levels of T ，E2，FSH，LH，GSH-Px，SOD，MDA，Scr and BUN in male rats ；the testis ， epididymis，seminal vesicle ，thymus and kidney of male rats were extracted and the organ index was calculated ；HE staining was used to observe the pathological changes of testis ，epididymis and kidney ；the protein expression of Bcl- 2，Bax，Caspase-3 and Caspase-9 in the renal tissue of male rats were detected by immunohistochemistry. RESULTS ：Compared with blank group ，the inducing-pregnancy rate of male rats ，the testis ，epididymis，seminal vesicle gland ，thymus indexes ，the serum levels of T ，E2， SOD and GSH-Px ，the protein expression levels of Bcl- 2 in renal tissue were reduced significantly in model group （P＜0.01）；the renal index ，the serum levels of FSH ，LH，MDA，Scr and BUN ，the protein expression levels of Bax ，Caspase-3 and Caspase- 9 in renal tissue were increased significantly （P＜0.01）；the diameter of seminiferous tubules in testis became thinner ，the spacing was wider ，and the arrangement of seminiferous cells was disordered ；the wall of epididymis was thickened ，the arrangement was loose，the stroma was enlarged ，the lumen was proliferated and atrophied ，and the sperm in the lumen wass aggregated ；in renal tissue，interstitial fibers was proliferated ，and a large number of yellow crystals were seen in renal tubules. Compared with model group，the inducing-pregnancy rate，the testis ，epididymis，seminal vesicle gland ，thymus indexes ，the serum levels of T ，E2， SOD and GSH-Px ，the protein expression levels of Bcl- 2 in renal tissue of male rats were increased significantly in the positive group，TFA medium-dose and high-dose groups （P＜0.05 or P＜0.01），while the renal index ，the serum levels of FSH ，LH， MDA，Scr and BUN ，the protein expression levels of Bax ，Caspase-3 and Caspase- 9 in renal tissue were decreased significantly （P＜0.05 or P＜0.01）；there was the same chage trend and most with significant difference in above indexes of TFA low-dose group （P＜0.05 or P＜0.01）；the pathalogic changes of testis ，epididymis and renal tissue were improved significantly. CONCLUSIONS：TFA can significantly improve adenine-induced reproductive dysfunction model male rats. The mechanism may be associated with reducing hormone FSH and LH level ，the expression of apoptosis-related proteins in renal tissue ，while increasing the level of hormone T and E 2 and improving oxidant stress level.