This paper analyzes the opportunities and challenges Chinese state-owned enterprises (SOEs) confronted during the economic transition from planned economy to market economy in China. In a string of SOEs reform events, Chinese government is in strong hopes of improving Chinese economic system and SOEs management efficiency by attracting foreign capital inflow. Merger and acquisition are the present global phenomenon. With current successful foreign direct investment (FDI) trends and strategies in China, more and more FDI entered the Chinese market by merging Chinese enterprises and achieved corporate goals. However, it is apparent that the motives of FDI differ from those of Chinese enterprise being merged, therefore the following potential consequences arise with China¡¦s open policy for FDI: what impacts do FDI bring to China? Does FDI in fact reform SOEs? Are SOEs¡¦ efficiency improved, in terms of financial and management, after merged by FDI? Is FDI¡¦s entry to Chinese market without difficulties? The paper intends to answer the above questions.