In this paper, the spatial changes of land use and land cover (LUCC) in Bosten Lake Basin from 1985 to 2015 were analyzed, based on the 3S technology and four periods of remote sensing images in 1985, 1998, 2008 and 2015. The driving force of the LUCC was analyzed quantitatively using principal component analysis (PCA) method. The results showed that there was a wide change of LUCC in the Bosten Lake Basin in the past 30 years. During this periods, natural grassland decreased with a rate of 62.6 km2/a, while cultivated land and residential land increased with a rate of 28.9 km2/a. The rapid expansion of cultivated land was the result of natural grassland and unused land reclamation. Meanwhile, other land use types changed slightly. The results of PCA analysis indicated that the LUCC change was result of the interaction of human activity (social and economic factors) and natural environmental changes (climate change). Therefore, it is necessary to consistently improve the natural environment of Bosten Lake Basin. This study can provide stable basis of the theory and practice for sustainable development of Bosten Lake Basin.