a b s t r a c t N 2 -fixing alfalfa plants were grown in controlled conditions at different CO 2 levels (350 mol mol −1 versus 700 mol mol −1 ) and water-availability conditions (WW, watered at maximum pot water capacity versus WD, watered at 50% of control treatments) in order to determine the CO 2 effect (and applied at two water regimes) on plant growth and nodule activity in alfalfa plants. The CO 2 stimulatory effect (26% enhancement) on plant growth was limited to WW plants, whereas no CO 2 effect was observed in WD plants. Exposure to elevated CO 2 decreased Rubisco carboxylation capacity of plants, caused by a specific reduction in Rubisco (EC 4.1.1.39) concentration (11% in WW and 43% in WD) probably explained by an increase in the leaf carbohydrate levels. Plants grown at 700 mol mol −1 CO 2 maintained control photosynthetic rates (at growth conditions) by diminishing Rubisco content and by increasing nitrogen use efficiency. Interestingly, our data also suggest that reduction in shoot N demand (reflected by the TSP and especially Rubisco depletion) affected negatively nodule activity (malate dehydrogenase, EC 1.1.1.37, and glutamate-oxaloacetate transaminase, EC 2.6.1.1, activities) particularly in water-limited conditions. Furthermore, nodule DM and TSS data revealed that those nodules were not capable to overcome C sink strength limitations.