The AMSR-E satellite data and in-situ data were applied to retrieve sea surface air temperature （Ta） over the Southern Ocean. The in-situ data were obtained from the 24th —26th Chinese Antarctic Expeditions during 2008—2010. First

Ta was used to analyze the relativity with the bright temperature （Tb） from the twelve channels of AMSR-E

and no high relativity was found between Ta and Tb from any of the channels. The highest relativity was 0.38 （with 23.8 GHz）. The dataset for the modeling was obtained by using in-situ data to match up with Tb

and two methods were applied to build the retrieval model. In multi-parameters regression method

the Tbs from 12 channels were used to the model and the region was divided into two parts according to the latitude of 50°S. The retrieval results were compared with the in-situ data. The Root Mean Square Error （RMS） and relativity of high latitude zone were 0.96℃and 0.93

respectively. And those of low latitude zone were 1.29 ℃ and 0.96

respectively. Artificial neural network （ANN） method was applied to retrieve Ta.The RMS and relativity were 1.26 ℃ and 0.98

respectively. The air-sea interaction over the Southern Ocean is so strong and unstable that it increases the retrieval difficulty and affects the accuracy of the results.