This paper has reviewed the auditing independence of the CPA ( Certified Public Accountant) from the point of market governance structure and discovers that the independence is the restriction that market governance structure works to auditing professional practices of CPA, and it isthe definition scope of auditing activities of CPA. It is also the inherent freedom status in which CPA forms independent auditing opinion after rationally observing hisstatus, which is consistent with the require of social public interest. However, independence can. t be self- rea- lized, but is restricted by market governance structure and rational knowledge of CPA.