In high carbon steels, the cementite phase is more unstable thermally than graphite, and it can lead to a marked deterioration in the formability. Many studies have been carried out to evaluate the effect of the fundamental elements on the graphitization of cementite in high carbon steels. In this present work, the effect of Mn, Cr addition on graphitization in Fe-0.65%C-1.0%Si steel has been investigated by means of hardness testing, optical microscopy and EPMA. The nucleation of graphite may mostly depend on the dissolution rate of cementite into ferrite and the number of the nucleation sites of graphite. The graphitization was promoted by the addition of 0.1%Mn in high carbon steel, but retarded by more addition than 0.5% of Mn. By the more addition of Cr than 0.1%, the graphitization of high carbon steel was strongly retarded. Because Mn was moderate anti-graphitizer, but Cr was stroug anti-graphitizer.