Elevated atmospheric CO2 and nitrogen are major environmental factors affecting shoot growth. The objectives of this study are to determine the interactive effects of elevated CO2 and nitrogen on leaf growth in tall fescue ( Festuca arundinacea) and to identify major proteins and associated metabolic pathways underlying CO2-regulation of leaf growth under insufficient and sufficient nitrate conditions using proteomic analysis. Plants of tall fescue treated with low nitrate level (0.25 mM, LN), moderate nitrate level (4 mM, MN) and high nitrate level (32 mM, HN) were exposed to ambient (400 μmol mol-1) and elevated (800 μmol mol-1) CO2 concentrations in environment-controlled growth chambers. Increased atmospheric CO2 concentration increased leaf length and shoot biomass, which corresponded to increased content of indo-acetic acid, gibberellic acid, cytokinins and reduced content of abscisic acid under sufficient nitrate conditions (MN and HN conditions). Low nitrate supply limited shoot growth and hormonal responses to elevated CO2. Proteomic analysis of plants exposed to elevated CO2 under LN and MN conditions demonstrated the increases in the abundance of many proteins due to elevated CO2 under MN condition involved with cell cycle and proliferation, transcription and translation, photosynthesis (ribosomal and chlorophyll a/b-binding proteins), amino acids synthesis, sucrose and starch metabolism, as well as ABA signaling pathways (ABA-induced proteins). Our results revealed major proteins and associated metabolic pathways associated with the interactive effects of elevated CO2 and nitrate regulating leaf growth in a perennial grass species.