Industrial-Financial group system is the dynamic equilibrium of self-organization evolution on industrialfinancial conglomerate from claims model to equity model.The paper analyzes intrinsic determinants and evolutionary game process of evolvement of industrial-financial group system by evolutionary game model and learning-behavior model of the entrepreneurs.The research results show that the evolutionary direction of an industrial-financial group system is not only closely related to the entrepreneur' risk feeling，learning behavior and ability，but also players' payoff and influenced by industrial-financial system's initial institution and its environment.