Abstract: On tax planning regulating,multi-players' interests are co-existing,conflicting,and changing,thus,the regulation state presents in such a Two-Dimensions: "Immoderation" and "Moderation",the latter is the desired.From the perspective of tax law theory,this type of regulation state is generated by the basic Paradox:"Private Profitability"and"Public Commonweal".Only on the basis of eliminating the paradox and protecting both the state financial benefit and civil property benefit could realize the objective of moderate regulation on tax planning,and only under this theoretical framework could the current tax law system been innovated in China.