Abstract: Sustainable development of resource-exhausted city is seriously constrained and transformation has become a pressing matter of the moment． For the resource-based city，because of the pressure of adjustment and upgrade of industrial structure，many industrial enterprises have ceased to product or begin to do transformations． Based on economic interests，many industrial heritages are disappearing． In the paper，do operations Pingdingshan city of Henan Province is taken as an example to explore the protection of industrial heritages in resource-exhausted cities． At last，some concrete measures and suggestions are put forward in order to provide enlightenment for the relevant research．