Macrophorins H ( 4 ) and L ( 5 ), two rare HMG-conjugate macrophorins along with three known macrophorins ( 1 - 3 ), three DMOA-derived meroterpenoids ( 6 - 8 ) and two ergosterol derivates ( 9 - 10 ) were isolated from sterilized rice medium cultured Penicillium sp. NX-05-G-3. Their structures were elucidated by 1D and 2D NMR. The cytotoxicities of all compounds were evaluated, and compounds 1 and 2 showed extensive cytotoxicity against human cancer cell lines Hela, SCC15, MDA-MB-453 and A549, with IC 50 values ranging from 17.6 to 32.8 µM.