E-learning is a brand-new learning style. The analysis of E-learning behavior model is the basis of designing web-based education system and developing web-based learning resources. This paper firstly proposes the theoretical basis of E-learning behavior and its guiding significance. Then, we discuss the multi-dimensional and multi-level E-learning behavior model. Finally, based on XML and Petri Nets, we propose a model of E-learning behavior, which can provides a certain idea to the research on E-learning behavior model.