Cellular Manufacturing is taken into account with advancing of the production mode of multi-product and small batch. Cellular Manufacturing includes cell foramtion, machine layout and cellular layout. Most researchers are foucing on the three contents respectively in their previous research. But these three contents are co-relation and the change in one content will affect the others and the result. So the integration mathmatical model of the cell formation, machine layout and cellular layout is put forward in this paper to abtain the minmum of material movement handling cost and machine depreciable and repair cost. At last this paper applies the model to machining workshop of XXX Company and gains a good effection.