This study aimed to analyze the influence the effect of profitability and corporate governance on the tax avoidance. Corporate Governance using a proxy Institutional Ownership, The Proportion of Board of Directors, Audit Committee, and Audit Quality. This research using secondary data, and used anual report that published in Indonesia with 51 companies as a sample for 3 years, start from 2012 to 2014. For a sampling technique using purposive sampling method. The technique of collecting data from the annual report in Indonesia and analyzed using descriptive statistics test, classic assumption test consists of normality test, autocorrelation, multicollinearity test, heteroskedastisitas test, and hypotheses test. In this study using multiple regression data analysis tools with the help of computer software for the SPSS version 15. The results of this study indicate that Profitability has a negative affect the Tax Avoidance. Then Institutional Ownership, The Proportion of Board of Directors, Audit Committee has no effect on Tax Avoidance. Audit Quality has a positive affect on Tax Avoidance.