Abstract: Severe water crisis and typical eco-environment issue in Shiyang river basin have become the focus and difficulty for many reserchers. In this paper, the Shiyang River Basin has been analyzed and reviewed systematically in following aspects, such as historical changes, formation and evolvement for water resources, eco-environment impact induced by water utilization. And then, the water resources regulation mode based on the evaluation of resources and environment carrying capability and land suitability has been established. The results indicate that many aspects should be taken into consideration, such as the water conservation in upper reaches, resources and environment carrying capability in middle reaches, ecosystem crisis in the downstream, the space structure of production, living and ecology, as well as the structure, efficiency and time of water using, which can promote water resources system to operate in a ordered, coordination, balance state. And then, the land space optimal suggestions for the basin have been proposed, that is, the ecosystem space red line of Minqin oasis and Qilian mountain area need to be strictly kept, the production space structure of Wuwei City need to be regulated. The agriculture overloaded space in middle-lower reaches can be displaced by the ecological space with low water consumption, which can promotes the collaborative development of water resources regulation and land space layout.