The increasing proliferation and application of advanced polymer composites requires higher and broader performance resin matrices. Poly(oxypropylene) with –NH2 end-groups has been widely used to toughen epoxy resins, but the strength of resin matrix may be reduced due to the addition of flexible segments in the crosslinking network. Carbon nanotubes (CNTs) have been paid more and more attention in recent years because of their superior thermal and mechanical properties. In this paper, CNTs grafted with Jeffamines T403 were used to simultaneously improve the reinforcement and toughening of an epoxy resin. The untreated multi-walled carbon nanotubes (u-MWNTs) were functionalized with amine groups according to three steps: carboxylation, acylation, and amidation. The f-MWNTs were characterized by Fourier transform infra-red (FTIR) and X-ray photoelectron spectroscopy (XPS). The experimental results indicated that the T403 was grafted to the surface of MWCNTs. The mechanical and thermal properties of epoxy with f-MWNTs were investigated. The tensile and flexural strength increased by 7.77 % and 7.03 % after adding 0.5wt% f-MWCNTs without sacrificing the impact toughness. At the same time, dynamic mechanical thermal analysis (DMTA) showed that the glass transition temperature (Tg) of epoxy with f-MWNTs were increased. The fracture surface of epoxy with f-MWNTs was observed by scanning electron microscopy (SEM) to understand the dispersion of f-MWNTs in epoxy matrix and interfacial adhesion between f-MWNTs and epoxy matrix, which can be attributed to the strong interfacial bonding between f-MWNTs and epoxy resin.