This paper explored the relationships among non-agricultural population, employment and land in an integrated framework, taking account of rural-urban land conversion into Carlino-Mills's model on the regional growth. Two-stage-least-squares and ordinary-least-squares were employed. Recent data for district (grade) cities in China (from 1999 to 2005) were used. Our results showed that: first, urban population in-fluenced non-agricultural employment, and vice versa, but the evidence that non-agricultural employment influenced urban population was stronger than the evidence that urban population influenced non-agricultural employment; second, urban popula-tion and nonagricultural employment both influenced rural-urban land conversion, but the evidence that urban population influenced rural urban land conversion was more stronger than the evidence that non-agricultural employment did. We also found that: first, the employment from the secondary industry influenced urban population in a positive way, and vice versa, but the employment from the tertiary industry influenced urban population in a negative way, and vice versa; second, the em-ployment from the secondary industry influenced rural-urban land conversion in a positive way, but the employment from the tertiary industry influenced rural-urban land conversion in a negative way. We can conclude that the key of urbanization is to speed up the process of non-agricultural employment, espe-cially the employment from the tertiary industry, which might promote non-agricultural population, employment and land har-moniously. This paper explored the relationships among non-agricultural population, employment and land in an integrated framework, taking account of rural-urban land conversion into Carlino-Mills's model on the regional growth. Two-stage-least-squares and ordinary-least-squares were employed. Recent data for district (grade) cities in China (from 1999 to 2005) were used. Our results showed that: first, urban population in-fluenced non-agricultural employment, and vice versa, but the evidence that non-agricultural employment influenced urban population was stronger than the evidence that urban population influenced non-agricultural employment; second, urban popula- tion and nonagricultural employment both influenced rural-urban land conversion, but the evidence that urban population has rural urban land conversion was stronger than than the evidence that non-agricultural employment did. We also found that: first, the employment from the secondary industry influenced urban population in a po sitive way, and vice versa, but the employment from the tertiary industry influential urban population in a negative way, and vice versa; second, the em-ployment from the secondary industry influenced rural-urban land conversion in a positive way, but the employment from the tertiary industry influenced rural-urban land conversion in a negative way. We can conclude that the key of urbanization is to speed up the process of non-agricultural employment, espe-cially the employment from the tertiary industry, which might promote non- agricultural population, employment and land har-moniously.