结合南京长江隧道工程特许经营的成功实践，分析特许经营过程中的风险构成；基于公共基础设施 项目特许经营的不完全契约本质，提出恰当的风险治理结构是公共基础设施特许经营能否成功的关键因素。

Aiming at the success of the franchise of Nanjing Cioss-River Tunnel, this paper analysis the structure of the risks in the infrastructure franchise and its influences. For it is impossible to get a complete contract between the private sector and the government, the goverment should take some appropriate measures and set up a good governance structure to deal with these risks, which is a key factor to affect the success of franchise.