Land use/cover change plays an important role in human development and environmental health and stability. Markov chain and a future land use simulation model were used to predict future change and simulate the spatial distribution of land use in the Huang-Huai-Hai river basin. The results show that cultivated land and grassland are the main land-use types in the basin, accounting for about 40% and 30%, respectively. The area of cultivated land decreased and artificial surfaces increased from 1980 to 2010. The degree of dynamic change of land use after the 1990s was greater than that before the 1990s. There is a high probability of exchange among cultivate land, forest and grassland. The area of forest decreased before 2000 and increased after 2000. Under the three emission scenarios (RCP2.6, RCP4.5, and RCP8.5) of IPSL-CM5A-LR climate model, the area of cultivated land will decrease and that of grassland will increase in the upstream area while it will decrease in the downstream area. The above methods and rules will be of great help to future land use planning.