A new dibenzo[1,4]dioxin 1, and two new prenylated diphenyl ethers, 2 and 3, together with six known compounds, 4–9, were isolated from a sponge-associated fungus Aspergillus versicolor Hmp-F48 by bioactivity-guided fractionation. Their structures were elucidated by 1D- and 2D-NMR, and MS analyses. The compounds showed potent cell growth inhibitory activities against HL-60 cell line.