Abstract: In view of the uncertainty of the Private-Public-Partnership project's income,the government compensation contract is introduced. Considering that the private investor has the fair preference for the government compensation,the private claimed concession profit is taken as its fair reference point based on the idea of BO model,and the private fair utility function is established by improving the FS model. In this way,the decision-making model for the private investor is given out under the government compensation. By the optimal solution of the model and the probability analysis,the effect of private equity preference on the optimal investment decision is investigated,and the obtained results are verified by the numerical analysis. The results show that when the government compensation is perceived favorable unfair,private investor will choose the optimal investment by which the private expected utility is maximized,and the optimal investment will increase with the increasing of the private perception degree; otherwise,when the government compensation is perceived unfavorable unfair,the private optimal investment and the probability of choosing the optimal investment will decrease with the increase of the private perception degree in the private limited fairness preference.