| Loess Plateau is one of the most serious soil erosion regions in China, the ecological environment is very fragile, so the research of its Eco-Environment has drawn the country's growing concern. In order to improve the environment, since 1970s, China has carried out a series of ecological construction, such as Three-North Shelterbelt Project Construction and Returning farmland to forestland Project. These constructions have made great achievements. The study of Land use and Land cover change(LUCC) can be used as the basis of the planning and construction of Eco-Environment. In this paper, we chose Wuqi County, Shaanxi province, which locates in the hinterland of the Loess Plateau, as the study area. With two remote sensing data of 1997 and 2009, we analyzed the characteristics of land use change pre and post returning farmland to forestland on the platform of GIS by using transform matrix of land use change, land-use dynamic model, land-use degree model, regional difference model, gravity center model, ecosystem service value theory and other research methods. Its ecological driving force and potential land use change were also analyzed. The main results showed that:(1) 1997-2009, the land use of Wiqi County changed remarkably:the total area of land use change was 240842.8 hm2. As a result, forestland increased significantly by 137130.7 hm2, while the cultivated-land decreased by 116835.2 hm2, the forest cover rate increased by 36.16 percentage points. The comprehensive rate of land use change was 28.85%. Land use degree index decreased, it means the drop of land use pressure, land use is becoming more rational.12 years, changes in land use resulted in good ecological benefits, the local ecosystem service value changed from 2.567 billion yuan in 1997 to 4.385 billion yuan in 2009, with an increase of 1.818 billion yuan.(2) During the 12 years, the land use change of Wuqi County had a significant spatial features:It was more severe and ecosystem service value increase was more pronounced in central and southern regions(such as Baibao Town, Wuqi Town, etc.) than in the northern regions; The gravity center shifted, the center of forestland moved to the southeast with the elevation increase, and the grassland moved to the northwest with the elevation increase, the cultivated-land moved to the northeast with the elevation increase, the constructed-land moved to the southwest with the elevation decrease, the waterland moved to the northeast with the elevation decrease; Land use changes associated with the terrain, the increase of forest and the decrease of farmland were mainly in shade-high slope, while the decrease of grassland and increase of constructed-land were in the sunny-low slope; Land use change had a more closely relationship with trunk roads, woodland, grassland, cultivated-land changed rapidly in the distance stage of 1-3km, while constructed-land in the |