Abstract: Based on the development policy and the demand of Ya'an territorial spatial planning, this paper uses the improved Markov model and FLUS model to simulate the quantity scale and spatial layout of the land use dynamic from two scenario. One considers the historical development trend under the environment constraint; another is the rapid economic development scenario. This paper predicts the scale and spatial layout of land use of Ya'an in 2035, and recognizes the change of Ya'an land use scale can be divided into three models:urban expansion oriented, urban-industrial oriented, village expansion oriented. From spatial layout prediction, this paper recognizes two models of agglomeration and decentralized group. Finally through comparing different scenario, it puts out the optimization strategies of scale controlling, conflict recognition, layout planning and guidance.