Abstract:Based on the American M & A cases, this paper proposes an overall framework of environmental influence which is quite different from the existing ones. It includes the direct impetus forces like bullish stock market, industry shock, evolution of industries, and also covers more macro impetus: advanced capital market, innovative capability of industry, anti-monopoly laws, perspective of the industry and the ideas of M & A. On the basis of this framework , the paper explains the change and development of M & A before and after 1990 in Germany and Japan and the development of M & A in China. It points out the obstacles needed to be overcome for China to realize real prosperity of M & A.