Due to the continuous decrease of agricultural lands, it is necessary to identify the most relevant lands for sustainable agriculture development at desert areas in which being socially equitable. The main objective of this study is to determine priorities of agricultural utilization for some areas at the western desert fringe of El-Minia Governorate. The selected area is bounded by longitudes 30о 30` 00``E and 30о 45` 00``E and latitudes 28о 26` 56``N and 28о 46` 1``N, covering an area of approximately 124691 feddan. It includes five new village of El-Minia namely; new Al-Atf, new Ash ShaykhMas'ud, new Al-Bahnasa, new Al-Hema and new Abu Algod villages. Soils of the area were surveyed using 90 profiles. Seventeen soil profiles were chosen to represent dominant landforms of the area. Soil samples were collected for further laboratory analysis to determine their properties. Based on ground truth data, laboratory analysis and imagery interpretation in cooperation with geographic information system (GIS) utilities, the geomorphic map was generated and nine geomorphic units could be differentiated. These are; pediment; alluvial fans and outwash plains; upper, moderate and lower rubble terraces; old river terraces; dissected plateaus; wind-blown sand dunes; hilly areas and rock out crops. Soils of these landforms were investigated and classified mainly as Lithic Torripsamments, Typic Torripsamments, Typic Torriorthents, Typic Haplogypsids, Calcic Haplosalids, and Typic Haplocalcids subgroups. They were grouped into four soil mapping units varying in soil depth and gravel content. Land capability was assessed to define the most suitable areas for agricultural production using MicroLEIS microcomputer program (CERVATANA capability model). Soils of the area classified into two capability classes, moderate-S (37.1 %) and non productive-N (36.13 %), while rest of the area belong to dissected plateau, hilly terrain and dunes. Further, three capability subclasses were recognized abbreviated as S3 l, S3 lr, and N l in accordance to limitations type and severity. Priorities of Agricultural Utilization Model (PAUM) was designed. Four priority grads were identified where the first priority in the studied area occupy 25.84 % of the total terrain and belongs mainly to soils of alluvial fans and outwash plains, lower rubble terraces, and partially old river terraces. Only new AshShaykh Mas'ud village belongs to the first priority for agricultural utilization, while, other investigated villages were classified as third priority. The study is considered of vital importance for decision makers through the management of natural resources in desert fringe.