About the framework for evaluating the philosophy of Confucius, Mencius and Xunzi has now a common point of views. In order to open a new gate for the Xunzi study, this paper try to analyse the characteristic of Xunzi's thought through the sight of Laozi and Zhuangzi. Firstly I examine the characterisic of Xunzi's scholarship in the history of ideas. According to the "Biographies of Mencius and Xunzi" of ssuma Chien''s Records of the Grand Historian, there are three important clues to follow: 1.he is a burgher of Zhao, and the three kingdom states of Jin was the birthplace of legalism; 2.he made a study tour im Qi where is a important center for the Yin-Yang school, and 3.he at last went to Chu were was the ground for the rising of Daoism. To gather these three historical elements together he developed his version of Confucianism with the colors of legalism, Yin-Yang theory and Daoism. In the political thought he emphasized the objective norms, and also considered that the rite and law both are important. To the principle of Heaven (tian dao) and human nature (renxing) he took a naturalism which based on the level of becoming qi, but on the problem of self-cultivation he took a still attitude which unfold as a cognitive factulty with a horizntal perspective but not an illumination with vertical connection. I think that all these are the production which mix-up these three schools of Chinese philosophy to the Confucianism. Secondly, I try to analyse the characteristic of Xunzi's thought through the point of view of Laozi and Zhuangzi. One of the points is related to the naturalistic meaning of natural dispositions and desires. If Tian is a natural phenomenon, then the nature which is endowed from the Tian, the feelings which is treated as the qualities of nature and desires which are the responses to the feelings, all these become same, the tangible beings. From the point of view of value to see, all are the objects which are dominated. It will not only olse the heavenly permanent principles, the Confucian moral laws, but also the metaphysical principle of Daoism. Human nature is not more as good, it will have no more the innocent mind. The origin of values is not within the antural quality of human or desires, but in the cognitive mind. The mind transforms the human nature and makes up the artificials (wei/ things or actions which the man makes). When man dose or makes things, it will born or come into being the li and yi (social institutions and regulations). The word "born" here is not a creation of the principle of heaven or the conscience, but a cognitive construction of apathetic speculation. The point of emphasis of this paper is placed on the analysis of "transforming the human nature in order to make up the artificials". I am of the opinion that there are two meanings for the nature which is endowed from the heaven: the feelings want to require and the mind know what he can. Trying with the man-made value order of li and yi, Xunzi tried to regulate the mere being which is realized by the driving of the feelings. But there is a difficult question in the problem of "transforming the human nature," because we must distinguish the order of this Xunzi's idea. If xin (heart) is a part of xing (nature), then the first meaning of "transforming nature" is the efforts of cultivation in doing emptifing oneself and taking non-action. The reason for that is: It will take up, because it is empty, it can be seem, because it is calm. But when it is stored, no more empty: and one had seem, then no more non-act. Therefore we must take up things in empty and see without action, i.e. do an effort of self-unfolding. The second meaning of "transforming the human nature" is the nature which the feelings search for. It will resolve the evil which is caused by lacking measure and differentiation under the normative order of li and yi. At last, because the mind can be know only, but not create, therefore it is forced to rise the problem where the value can be begrounded. According to the System of Xunzi'sthought, if the tradition of li and yi is treated as the highest peak of moral or as the transcendental ground of the way of li and yi for every generation, then the empty-calm mind will experience the unchangeable of "the tradition of li and yi" and realize the becoming of "Dao of li and yi." The cognitive construction of this "experiencing the unchangable and realizing the becoming" opened the door for the legalism of Han Fei, therefore I would say Xunzi is a figure of turnpoint for the development from Confucianism to legalism.