As we know, Shan-shui poems were the great achievements of the literary writings of Ling-yun Hsieh. In the Shan-shui poems, he not only described the beautiful scenery of natural mountain and water landscape, but also conveyed an abundant moody world, so as to construct a very special generating process of aesthetical experience. Historically speaking, immerged in the social context of the recovering of imperial reign of the Southern Dynasty (南朝), and facing the special condition of the declining of the real power of aristocratic family-groups whose cultural influences still existed, Ling-yun had not only cultivated an special personality, but also erected a distinguished way of aesthetical gazing. The writing of this paper, firstly, aims to explore the aesthetic experience generated through the manipulating process which Ling-yun as a subject imposed on the landscape as an object. Besides, the author will investigate the contextual factors deliberately, so as to disclose the authentic meaning of Ling-yun's aesthetics of grief-and-anger.