The possible roles of reduced glutathione (GSH) in chilling tolerance were studied in callus generated from a representative alpine plant, Chorispora bungeana Fisch. & C.A. Mey (C. bungeana). The callus grew well under low-temperature and chilling treatment led only to slight injury, as indicated by a low level of ion leakage (IL). Malondialdehyde measurements also were not elevated, however GSH was. Exogenously application of l-buthionine-(S R)-sulfoximine (BSO), an inhibitor of gamma-glutamylcysteine synthetase (gamma-ECS), arrested the GSH accumulation induced by chilling and resulted in a significant decrease in cell growth and an increase in IL and malondialdehyde. These results implied that C. bungeana is a plant with a strong low-temperature tolerance mechanism, and the tolerance of C. bungeana may be associated with GSH accumulation. Under chilling treatment, the proportion of unsaturated fatty acid in the plasma membrane (PM) increased significantly in callus of C. bungeana mainly due to increases in C18:2 and C18:3, the membrane fluidity (indicated by DPH fluorescent polarization) however was maintained. High PM H(+)-ATPase activities were also induced by chilling. Exogenously application of BSO blocked the effects of chilling treatments on the changes of fatty acids and PM H(+)-ATPase activities, reducing the PM membrane fluidity. On the other hand, simultaneous application of GSH and BSO to callus under chilling treatments reversed the effects of BSO on the changes of fatty acids, PM fluidity and PM H(+)-ATPase activities. These results suggested that GSH induced by low-temperature treatments may confer chilling tolerance to C. bungeana, probably by increasing unsaturated fatty acid compositions and maintaining PM fluidity and high enzymatic activity.