Abstract: The Khuff-Sudair play is an important play in Persian Gulf Basin. This paper studied the paleogeography evolution, hydrocarbon source rocks, reservoir rocks, cap rocks and hydrocarbon accumulation process and model of the Khuff-Sudair play. The Lower Silurian Qusaiba source rock was deposited in anoxic marine shelf in fast subsiding depo?center of Arabian platform. Its source rock went into oil window in the Callovian period of Late Middle Jurassic and into gas window in the Early Cretaceous-Turonian period. The oil and gas migrated vertically through faults and fractures and horizontally through overlying sandstone into the Khuff reservoir of the Upper Permian. The Sudair formation of Lower Triassic provided an effective regional seal. The time of oil generation and expulsion was earlier than the time of trap formation, so the oil was difficult to accumulate. The time of gas generation and expulsion was at the same time with the trap formation, so the gas accumulation occurred in the structural trap formed by the basal activity. The Upper Paleozoic Khuff-Lower Mesozoic Sudair play in the North-South Pars gas field could be a major target for petroleum exploration in the Mid-Arab ersian Gulf basin in the future