This study investigated chitosan-fructose Maillard ultrasound- reaction(MR) induced by high intensity assisted(UA) water-bath heating at 80 °C in a model system consisting of 1% chitosan and 0.5. 1 or 15% fructose solution(Fs) Based on the yield of Maillard reaction(MRPs). optimal UA products the heating conditions were 7. 5 and 8 h for 0.5. 1 and 15% FS, respectively. whereas they were 7.8. and 7 h for 0.5. 1 and 15x Fs. respectively for water-bath heating alone. Under the optimal conditions, the sol- ubility of MRPs produced by UA heating reached 835-9.65 versus 5.32-7 glLwithout UA heating. The yield of MRPs from UA heating and water-bath heating alone was 12.45-18.86x and 5.78-10.02%, respectively. Reducing power(0.40-1.65). DPPH free radical scavenging capacity(7971-9870K) and ORAC(533.30-1218.62 umol TEL) of MR solutions from UA heating were higher than those from water- bath heating alone. MRPs showed higher antibacterial activity against Staphylococcus aureus(Mic of 2500 mgL) and Escherichia coli(MIC of-313-625 mgL) than that of native chitosan. but no difference was found in MRPs from water-bath heating alone. This study suggested that the high intensity UA water-bath heating could produce water soluble chitosan-fructose MRPs with significantly improved functionality.