ULTIMATE-Subaru is a next large facility instrument project at Subaru telescope. We will develop a 14x14 arcmin2 wide-field near-infrared (1.0-2.5μm) imager and a multi-object spectrograph with the aid of a ground- layer adaptive optics system (GLAO), which will uniformly improve the seeing by a factor of 2 over a wide field of view up to ~20 arcmin in diameter. The expected spatial resolution by the GLAO correction is about 0.2 arcsec FWHM in K-band under moderate seeing conditions at Subaru telescope. ULTIMATE-Subaru will provide a unique capability to realize wide-field and high spatial resolution survey observations in near infrared in the era of TMT. In this paper, we introduce the project overview including the GLAO and near-infrared instrument conceptual design. We also describe the future wide-field strategy at Subaru telescope with ULTIMATE-Subaru together with HSC and PFS.