The SPI and xylose were treated in dry heat condition, and the Maillard reaction was taken place between SPI and xylose.The effects of temperature, mixing ratio, relative humidity and reaction duration on the reaction were investigated. Meanwhile, the thermal performance and rheological property of the resultant Maillard reaction product were detected as well. The results indicated that the Maillard reaction occurred readily between SPI and xylose and the optimum condition was temperature 80 ℃, SPI to xylose ratio 4∶1, relative humidity 26.10% and reaction duration 5 h. The Maillard reaction product yleided under such condition possessed the highest absorbance at 290 nm. DSC analysis revealed that labile intermediates were produced during the reaction and rheological measurements indicated that enhanced elastic properties and increased viscosity, implying the formation of high-molecular weight products. It was concluded that the Maillard reaction in dry state has great potential in the modification of SPI.