The decline of riparian Eucalyptus camphora/E. ovata stands is examined in relation to an increase in nitrogen availability and to rising salinity in low-lying areas. There are several indications that declining stands are abnormally rich in N: (i) Nitrogen availability in declining stands was greater than that recorded in other Australian forests, was dominated by nitrification and was extremely variable. (ii) Nitrate concentrations in free soil water from declining forest on a dry site were many times those in the corresponding healthy forest. (iii) N/Mg ratios in foliage of declining trees on drier sites were at the extreme end of the recorded range and similar to those found in eucalypt plantations on agricultural soils. In addition, sites where the overstorey eucalypts are declining have been invaded by a variety of herbaceous weeds, most of which display characteristics of nitrophilous plants, e.g. nitrate reductase activity was greater in herbaceous weeds than in native overstorey or understory species in declining stands of E. camphora/E. ovata and was directly related to the concentration of nitrogen in foliage. These observations are consistent with recent suggestions that forest ecosystems may become N-saturated.