Understanding mulching influences on nitrogen (N) activities in soil is important for developing N management strategies in dryland. A 3 year field experiment was conducted in the Loess Plateau of China to investigate the effects of mulching, N fertilizer application rate and plant density on winter wheat yield, N uptake by wheat and residual soil nitrate in a winter wheat-fallow system. The split plot design included four mulching methods (CK, no mulch; SM, straw mulch; FM, plastic film mulch; CM, combined mulch with plastic film and straw) as main plot treatments. Three N fertilizer rates (N0, 0 kg N ha -1 ; N120, 120 kg N ha -1 ; N240, 240 kg N ha -1 ) were sub-plot treatments and two wheat sowing densities (LD, low density, seeding rate = 180 kg ha -1 ; HD, high density, seeding rate = 225 kg ha -1 ) were sub-subplot treatments. The results showed that wheat yield, N uptake, and N use efficiency (NUE) were higher for FM and CM compared to CK. However, soil nitrate-N contents in the 0-200 cm soil profile were also higher for FM and CM compared to CK after the 3 year experiment. Wheat grain yields were higher for SM compared to CK only when high levels of nitrogen or high planting density were applied. Mulching did not have a significant effect on wheat yield, nitrogen uptake and NUE when soil water content at planting was much high. Wheat yield, N uptake, and residual nitrate in 0-200 cm were significantly higher for N240 compared to N120 and N0. Wheat yield and N uptake were also significantly higher for HD compared to LD. When 0 or 120 kg N ha -1 was applied, HD had more residual nitrate than LD while the reverse was true when 240 kg N ha -1 was applied. After 3 years, residual nitrate-N in 0-200 cm soil averaged 170 kg ha -1 , which was equivalent to *40% of the total N uptake by wheat in the three growing seasons.