Based on the muti-temporal remotely sensed data of TM,the evolvement,transformation modes and related spatial mechanism of Shanghai urban landuse in the past decade were analyzed by using map algebra and the methods of spatial analysis (i.e.,spatial correlation & nei-ghboring analysis).The results indicate that:1)Agricultural landuse acted as a key contributor to the overall urban landuse growth,but the transforming magnitude and distribution ratio of agricultural landuse in between the two urban landuse types differ much,and show obvious tendency to give the weights to the developing zones with the increment in total.2)"Shrubs & fallows"is a unique landuse type produced from the interface between the agricultural and urban landuse types.As an indicator to the urban landuse growth,its quantity,distribution and turnover rate can to some degree characterize the growth rate and spatial distribution of developing zones.3)Those landuse types with larger area and less transforming frequencies exhibited strong spatial pattern and spatial affiliation to the other landuse types,and formed the framework of regional urbanization, based on which the "multi-core expanding" around Shanghai central city and its sub-cities as well as the "point-axes expanding" around satellite towns and main transportation lines dominates the modes in process of urban growth and urban landuse expanding.4)Shanghai central city and its main sub-cities showed high efficiency and intensity in their urban landuse development.In contrast,other medium or small towns generally have experienced more frequ-encies and complicated process in landuse transformation,and presented low intensity in landuse,thus their urban landuse expanding process tends to be spatially scattered to some degree.