With China’s rapid economic and social development, LUCC and its structure are changing all along and becoming a hot issue. Integration of the two cities is the unique type of land use change with Chinese characteristics. Taking integration area of Zhengzhou and Kaifeng which have been entering a rapid and down-to-earth development as a case, the paper analyzes LUCC and its dynamic changes, construction land expansion model and driving factors for the study area based on RS and GIS by using 2004, 2008 and 2010 year TM images and related economic data. The results are obtained as follows: 1) the farmland and construction land-use were main LUCC patterns, construction land-use was rooting in cultivated land and unused land, its growth rate was the biggest and the proportion was gradually increasing; the cultivated land is gradually reducing; there was little change in water area; the area of unused land and woodland were also little, and reducing as time went by. At the same time, the comprehensive index of land use was gradually on the rise in study period. 2) Construction land expansion model met the “point-axis” spatial structure. In a smaller scale, the new construction land was mainly located in Zhengdong New Area, Kaifeng New Area and Zhongmu country as the centers showing the layered structure expansion; there are zonal expansions in both sides of Zheng-Kai Road, and the towns and villages away from the three core areas was low-density continuous expansion. 3) The expansion of construction land was the results for multiple driving factors which were mainly affected by natural and geographical environment, transportation construction, economic development and government policies, but the last factor was the most significant.