Abstract
While the conversations surrounding moral cultivation in Confucianism often focus on the debate regarding the starting point of moral learning (and corresponding features of the learning process) that is inspired by the disagreements between the _Mengzi_ 孟子 and the _Xunzi_ 荀子, there is another group of scholarship on moral cultivation which tends to the experiential qualities felt by the learning agents. This essay participates in the latter group of scholarship. The majority of discussions regarding the learning experience center around mental states such as _an_ 安 (tranquility or equanimity) and _le_ 樂 (happiness, joy, or pleasure) of a special kind. There is, nonetheless, a minor trend that emphasizes the significance of _you_ 憂 (worry or distress). In this essay, I raise attention to the significance of _you_ and argue that in the _Analects_, an indispensable and significant part of Confucian moral cultivation is to learn to worry well, which involves learning to worry broadly about society in general, and to worry deeply about particular individuals standing in important relationship to us_._.