Abstract: The influence of corporate governance on earnings management was examined with the data of Chinese listed companies from 2006 to 2008. The result indicated that the proportion of tradable shares, the proportion of independent directors, managerial compensation had a negative relation with the earnings management level. The number of directors, the proportion of unpaid directors, and firm’s size showed a positive relation with the earnings management level. The percentage of share owned by director, the character of supervisory board, the percentage of share owned by managers, whether or not the board chairman holding a concurrent post of general manager didn’t have significant influence on the earings management level.