Owing to the continuous increasing of steel strength, mechanical properties including toughness and fatigue performance are becoming increasingly sensitive to inclusions in ultra-high strength steel. Rare-earth treatment is considered as an effective method to reduce the harmful effects of inclusions, but is rarely applied in secondary-hardening steel. In the present study, different amounts of cerium were added in a secondary-hardening steel to investigate the modification effect of Ce on non-metallic inclusions in steel. The characteristics of inclusions were observed experimentally using SEM-EDS and the modification mechanism was analyzed based on thermodynamic calculations. The results indicated that the main inclusions in Ce-free steel are Mg-Al-O + MgS. Thermodynamic calculation indicated that MgAl2O4is firstly formed in liquid steel and then successively transformed into MgO and MgS during cooling process. When the Ce content is 0.0030%, the typical inclusions in steel were individual Ce2O2S and MgO + Ce2O2S complex inclusions. When the Ce content was increased to 0.0071%, the typical inclusions in steel were individual Ce2O2S- and Mg-containing inclusions. Ce treatment modifies the angular magnesium aluminum spinel inclusions into spherical and ellipsoidal Ce-containing inclusions, thus reducing the harmful effect of inclusion on steel properties.