In this paper， the scallop(Patinopecten yessoensi) mantle was used as the raw material， and the enzymatic hydrolysate was prepared by neutral protease. P. yessoensi mantle proteins (SMs) were primarily distributed 200， 97 ku and 42 ku. The SMs were hydrolyzed by neutrase for 3 h (SMHs) and the hydrolysis degree of SMHs reach 28.95%. Maillard reaction products(MRPs) were prepared by reacting ribose and SMHs， and its antioxidant activity and flavour composition were investigated. The Maillard reaction produced more intermediate products and brown matter， and the SMHs produced more volatile components after the Maillard reaction， especially an increased variety of heterocyclic compounds. Moreover， the SMHs had hydroxyl and ABTS radical scavenging capacity of 42.7% and 31.64%， respectively， but no DPPH scavenging ability. But after 12 hours of Maillard reaction， the hydroxyl， DPPH and ABTS radical scavenging capacity of the SMHs was significantly improved. These results suggested that the scallop mantle hydrolysates-ribose MRPs had potential antioxidant capacity and which had potential to use as an antioxidant in the food industry.