Chaenomeles speciosa (CS) and Crataegus pinnatifida (CP) are two common Chinese fruits with health benefits. The effect of in vitro digestion on the chemical composition, antioxidant activity and α-glucosidase inhibitory activity of these two fruits, as well as the accessibilities of their active compounds were studied. The inhibitory effects on starch digestion of CS, CP and the 5 identified compounds also were measured. It was observed that the chemical compositions of CS and CP were changed after simulated gastric and intestinal digestions. Their antioxidant and α-glucosidase inhibitory activities both decreased, the chemical composition and bioactivities of CS were changed more after intestinal digestion than after gastric digestion. On the other hand, the chemical composition and bioactivities of CP were changed more after gastric digestion than after intestinal digestion. Bioaccessiblities of compounds in CS and CP varied. Specifically, there were 31, 36 and 68% increases in oleanolic acid, protocatechuic acid and ursolic acid concentrations, respectively, after gastric and intestinal digestions in CS and its bioaccessibilities were more than doubled. The high bioaccessibility observed for protocatechuic acid, oleanolic acid and ursolic acid suggested the bioactive potential of CS. CS, CP, gallic acid, chlorogenic acid, catechin and oleanolic acid all inhibited in vitro starch digestion. Therefore, it may help understand the changes of the chemical composition, antioxidant activity and α-glucosidase inhibitory activity of CS and CP during digestion. It also supported that CS and CP are good potential candidates for controlling postprandial hyperglycemia in diabetics.