This paper is a study of the bureaucratic entrepreneur in the system of Kuan-tu sang Pan (Official Supervision and Merchant Managelnent System : 官督商弁組織), using the China Merchants' Steam Navigation Co. and the Shanghai Cotton Cloth Mill as case studies. The industrialization effort in late Ch'ing China, in response to increasing pressure from the Occident, was directed by powerful provincial leaders, of whom Governor-general Li Hung-chang was an outstanding example. The efforts made to introduce new industries started also as an anti-revolutionary movement in response to the threat of the Great Taiping revolutionary agitation, and aimed at a reorganization of the feudal system under the Ch'ing Dynasty, which was more in line with the interests of the educated elite. Therefore, the self-strengthening ideology which they helped to fashion sought to meet the challenge of both the Occident and the peasant. The introduction of modern industrial and commercial enterprise was the instrument (用) by which the essence (体) of traditional, Confucian, agrarian China was to be preserved. Accordingly, the Kuan-tu sang-pan system they devised, which set the model for the earliest modern industrial enterprise in China, was in effect a compromise between the urgent need for modernization and the conservatism of the traditional society. The system was not intended to subvert the old order, nor did it represent to its patrons an effort to remake the fundamental bases of the traditional society.<BR>The Kuan-tu sang-pan pattern was also deliberately designed to tap the new source of compradore capital which had developed in the treaty ports after 1842, and the share capital of these enterprises came largely from treaty-port merchants. Although the Kuan-tu sang-pan firms were joint official-merchant undertakings, the officials sought to regulate operations and keep them within their complete control by means of their great political weight in the traditional bureaucratic system; in general terms, merchant management was to be guided by official supervision. In the Kuan-tu sang-pan formula an appointee of the firm's promoter was the supervising official; although the position of the merchant manager was ambiguous, he usually held official rank and was also a representative of the shareholders. The management of these enterprises was characterized by their traditional practices, bureaucratic motivation, and corruption. It was deficient in the rationalized organization, functional specialization, and impersonal discipline associated with the development of modern industry in the West.<BR>The China Merchants' Steam Navigation Co. was established in an effort to compete with the foreign shipping, mainly British, which was dominating trade in Chinese waters. The establishment of the Shanghai Cotton Cloth Mill was the first attempt to establish a Chinese-owned factory to manufacture cotton goods in competition with the huge, and growing, flood of imports from the mills of Lancashire and America. The history of these firms illustrates the incompetence of bureaucratic management and the characteristic features of modern enterprise in China.