Though poetry, this article attempts to examine the sentiment of southern Chinese literati towards the newly established conquest dynasty. For them, it was extremely difficult in the beginning to resolve the dilemma of having to maintain personal loyalty to the defunct Sung and to acquire a meaningful career under the Yüan. But as time passed, they gradually resigned to the political reality, and some even started to find justifications for serving the alien regime. It is interesting to observe the evolution of their poetry from being seditious to being submissive - especially in the case of Wu Ch'eng 吳澄 (1249-1333). In addition, the present article tries to contrast the literati's views on Ch'eng Chii-fu 程鉅夫 (1249-1318), the southerner turned court official, with their views on their northern colleagues.