Land use/land cover change in upstream of Zhanghe river basin was affected by natural and human factors. During the past decades, reduced natural rainfall and frequent human activities has an influence on this region, so this research is important. Through analyzing the spatio-temporal characteristics of dynamic change of land use/land cover change in basin, Land use/land cover change for many years will be extracted in zhanghe river basin ,using the method of ENVI change detection and ArcGIS Spatial analyst, based on 1993,2006,2010 images derived from Thematic Mapper (TM) imagery .Moreover,Spot-5 image derived from 2011,will be used for precision evaluation. These results provide an important statistic reference for land use planning and sustainable development in this region. Finally, results indicate that forest, buildings and water was respectively increased by 656.8km²、72.01km²、23.53km²,rather cultivated and barren was decreased by 411.23 km²、341.11 km²,from 1993 to 2010.The input forest area was mainly originated from farmland and barren. Part of the farmland was transformed into urban land.