Land-use-change conflicts have shaped the conservation and tourism activities and human livelihood debate in the Usangu Plains over the last 10 years. This has led Ruaha National Park to become the largest national park in Tanzania and the second largest in Africa. The need to understand the rationale behind the expansion of Ruaha National Park and the local communities' views on tourism activities has become increasingly important. The purpose of this study was to examine land-use change in the Usangu Plains and its implication to local communities. Community members in five villages, Ikoga Mpya, Igomelo, Nyeregete, Mahango and Luhango, were surveyed using semi-structured interviews, focus groups and field notes. This resulted in a total of 79 semi-structured interviews, 4 focus group discussions and field observation data to analyse the situation in Usangu Plains. Data were analysed using NVIVO computer software for coding and themes’ generation. Major themes that emerged from the analysis were land-use change, tourism as a form of land use, tourism benefits and coping mechanisms. The findings from this study suggest that local communities do not perceive that they are benefitting from the change from agricultural to tourism practices. Changing the way local communities perceived themselves and are involved in conservation activities is the key to achieving the best conservation results and community residents’ involvement in future tourism activities in their areas