del Pozo, A. Universidad de Talca, Facultad de Ciencias Agrarias, Casilla 747, Talca, Chile. E-mail adelpozo@utalca.cl.Growth at elevated CO2 often decreases photosynthetic capacity (acclimation) and leaf N concentrations. Lower-shaded canopy leaves may undergo both CO2 and shade acclimation. The relationship of acclimatory responses of flag and lower-shaded canopy leaves of wheat (Triticum aestivum L.) to the N content, and possible factors affecting N gain and distribution within the plant were investigated in a wheat crop growing in field chambers set at ambient (360 μmol mol−1) and elevated (700 μmol mol−1) CO2, and with two amounts of N fertilizer (none and 70 kg ha−1 applied on 30 April). Photosynthesis, stomatal conductance and transpiration at a common measurement CO2, chlorophyll and Rubisco levels of upper-sunlit (flag) and lower-shaded canopy leaves were significantly lower in elevated relative to ambient CO2-grown plants. Both whole shoot N and leaf N per unit area decreased at elevated CO2, and leaf N declined with canopy position. Acclimatory responses to elevated CO2 were enhanced in N-deficient plants. With N supply, the acclimatory responses were less pronounced in lower canopy leaves relative to the flag leaf. Additional N did not increase the fraction of shoot N allocated to the flag and penultimate leaves. The decrease in photosynthetic capacity in both upper-sunlit and lower-shaded leaves in elevated CO2 was associated with a decrease in N contents in above-ground organs and with lower N partitioning to leaves. A single relationship of N per unit leaf area to the transpiration rate accounted for a significant fraction of the variation among sun-lit and shaded leaves, growth CO2 level and N supply. We conclude that reduced stomatal conductance and transpiration can decrease plant N, leading to acclimation to CO2 enrichment.