This study was carried out to determine the effects on rice growth, yields and soil improvement under the different nitrogen levels in machine-transplanted rice after plowing at the fruiting stage of milk vetch. The fresh weight of milk vetch at plowing time was 20.95 ton/ha. In dry weight, T-N and C/N were 1.58%, 21.8%, respectively. Organic matter, total nitrogen and exchangeable calcium of soil after the experiment in the plot of milk vetch were higher than those before the experiment. Leaf area and dry weight of rice plants at heading date increased as nitrogen level increased. The number of panicle and spikelets per ~textrmm2 were not different except for the 110 kg/ha nitrogen level plot with milk vetch. Brown rice yield ranged from 5.45 to 6.08 ton/ha, in creasing with increased nitrogen level. So the yield increased by 1% at 77 kg/ha nitrogen level, 7% at 110 kg/ha nitrogen level plot with milk vetch compared with conventional level (rice straw 5.4 ton/ha and nitrogen 110 kg/ha).