Abstract: Abstract: Through the research of the internal relations of urbanization process and cultivated land change in Huang-Huai-Hai Plain, the paper reveals the regularity of urbanization process in different regions. The purpose is to provide a decision basis for the preservation of cultivated land and the sustainable development of urbanization in China based on data analysis and empirical contrast. By using the method of principal component analysis (PCA) and multiple linear regression model, land use change, the quality and quantity changes of cultivated land in Huang-Huai-Hai plain were analyzed. There were obvious differences in the 5 provinces and 2 cities during the urbanization from 1997 to 2008, such as the urbanization process, the speed of economic growth, the changes of industrial structure, growth of urban land area. With the rapid urbanization, the area of cultivated land presented decreasing trend year by year. The enhancing range and the development speed of urbanization negatively related with the change intensity and reducing speed of cultivated land change, and the change also presented a wave of increase and decrease. The cultivated land change of study area showed the obvious regional characteristics. For example, the biggest decline of cultivated land area in Hebei Province reached 210,100 hm2, while the least decline of cultivated land area in Jiangsu Province reached 26,400 hm2. The overall quality of cultivated land presented decline trend. More than 70% percent of the occupation of the cultivated land for the urban construction was the high quality arable land with good location, irrigation facilities, highly production capacity. However, the quality of arable land newly increased by reclamation and new development was lower. By selecting population urbanization factors, economic urbanization factors, spatial urbanization factors and lifestyle urbanization factors, the index system of driving force of urbanization was established. Based on PCA, some regularities can be revealed: At first, the population growth affecting on cultivated land change in these regions was the most direct and common; Secondly, the promoting functions of economic indicators were significant different due to the features of urbanization and the level of urbanization. Next, the influence of construction land growth on cultivated land was very significant, because that the space urbanization indicators load was higher; Lastly, life urbanization indicators were positive and high load, which showed that the attractions of lifestyle including income differences have an obvious role in promoting urbanization. Based the multiple linear regression model of driving force factors of urbanization and cultivated land change, it was showed that the commonness and difference of the relationship between urbanization process and cultivated land change in different regions in Huang-Huai-Hai Plain. According to those analyses, some conclusions and suggestions can be put forward. The urbanization can be promoted timely and moderately, to avoid massively occupying arable land at the expense of food security and ecological environment. So the conclusion can be drawn that occupation of less farmland, intensive use of construction land and preservation of cultivated land is the wise choice for the new urbanization development model with reasonable environmental policies.