Abstract: There are two main problems to develop software by using the traditional waterfall method: 1) It is not easy to get rid of sematic faults, and 2) accomodate with varying of requirements isn't either. As we known, newly developped Object-oriented and prototype methods can overcome these two problems. Object-oriented method has absolute power to solve the former,and prototype method has advantages in solving the latter. If we combine them together by some way, and take the advantages of eath of the two, we can greatly raise the developing efficiency and quaity degree. In this article we give a model by model by which we can integrate these two systems.