Cellular automata model is a dynamic evolution model with discrete space and time, it is powerful in spatial modeling and parallel computing, so it can take advantage of workstation to simulate the transformation process of complex spatial system. Using a model based on cellular automata to forecast the development of Xining has a great benefit for the urban development. Markov Chain model is widely used in forecasting a system which is changing smoothly, the Markov Chain would provide transition rules for the cellular automata. The main task is predicting the land cover of Xining in 2020 based on CA-Markov. and analyzing the characteristics of change of Xining between 1996 and 2020. Finally, some useful advices are provided for the current urban planning by analyzing the driving factors.