In turnaround literature, many scholars claim that CEO change is a premise for corporate successful turnaround. In a whole, there are three major opinions: CEO change can improve firm performance, strategy change and corporate value. Listed manufacture companies in China was investigated to test these three assumptions. But the results is not support the assumption that CEO change can improve the firm's performance, and the assumption that CEO change can maintain the firm's legitimacy is partly supported, and the assumption that CEO change can change the firm's strategy is supported. So, the study concludes that the reason of changing CEO in decline firm perhaps is to can more objectively understand the cause of the decline and current strategy, and in order to increase the flexibility of the firm's strategy. In a word, this article propose that change firm's strategy cognitive frame is the fundamental reason for CEO change in the declining firm.