The Qingping shantang huaben清平山堂話本, of which only twenty-seven pian 篇 are extant, is a collection of huaben stories printed in the period of Jiajing 嘉靖 in the Ming. These huaben stories, compared with those of the San yan 三言 and the Er pai 二拍, are not well organized and are written in a simple style. They, however, retained the structure and style of the primitive huaben stories. As examples of spoken language of the Song and the Ming, they are regarded as important source material for the research into Modern Chinese. It is generally believed that Min and Yue more features of Ancient and Archaic Chinese sound systems than contemporary northern dialects whose origins are in modern Chinese. The development of vocabulary have undergone great changes. Although modern Chinese reflects the language used in the vulgar literature of the Song, Yuan and Ming, it cannot be denied that the influence of modern Chinese on the dialects of South China is not evident. This paper examines twenty-one Min words and twenty-five Yue words in the Qingping shantang huaben (classical words like 行 and 衫 are deliberately left out). Examples of these dialect words are listed and their origin, usage and meaning are explored. Among these dialect words, 來去, 村, 共, 粧, 挨, 乞 of the Southern Min dialect and 左近, 爭, 些少, 一迷, 誓願, 鬧 of the Yue dialect are characteristic of dialect words. It is hoped that this paper can throw light on the history of Chinese language and of dialect lexicography.