Ge Hong was a learned scholar of the Jin Dynasty period who took the practice of the techniques of immortality as the primary focus of his life. Although much has been written about him in histories of Daoism, he is rarely discussed in works on intellectual history. However, his reflections on the character of his times and his assessments of the strengths and weaknesses of Confucianism and Daoism found in his Inner and Outer Chapters of the Baopuzi merit further analysis. In particular, that his criticism of the then ascendant Lao-Zhuang (Laozi and Zhuangzi) Xuanxue found in the Inner Chapters is rooted in Huang-Lao thought clearly points to important differences between the Huang-Lao and Lao-Zhuang schools of Daoist thought. At the same time, in his fervent attempts to replace the paradigmatic models of Confucianism - the Duke of Zhou and Confucius - with the Yellow Emperor and Laozi, he clearly sought to establish a new way of learning for himself and the people of his time in the midst of earlier Confucian traditions and the newly prominent Xuanxue. This essay will focus on the Huang-Lao thought in the Inner Chapters of the Baopuzi, and begin by analyzing the definition and character of Warring States and Han Period Huang-Lao thought. Based on this analysis, this paper will show that the Inner Chapters of the Baopuzi contain two different types of Huang-Lao thought, the first being Western Han ruling techniques and the second being Eastern Han ideas of the immortals. Only on this basis can one understand why Ge Hong sought to replace the thought of the Duke of Zhou and Confucius with that of Huang-Lao, as well as the growth, decline, and convergence of these two types of Huang-Lao thought