Leaves exposed to above-ambient fluxes of ultraviolet-B (UV-B) radiation commonly contain increased concentrations of phenolic compounds which may influence herbivores. However, the hypothesis that elevated UV-B modifies herbivory, whether mediated by phenolics or other plant constituents, has rarely been studied experimentally. We investigated the responses of the mothAutographa gamma L. (Lepidoptera: Noctuidae) to pea (Pisum sativum L.) grown at a range of plant-effective UV-B fluxes. Although total phenolics did increase significantly with increasing UV-B, this change had little deleterious effect on the 5th instar larvae ofA. gamma. However, tissue nitrogen also increased with increasing UV-B. Increased nitrogen was correlated with an increase in the efficiency with which larvae utilized their food and in larval growth rate, but in a reduction in the amount of plant material consumed. The apparently major role of nitrogen in determining herbivore responses to changing UV-B demonstrates the risks in predicting such responses soley on the basis of changes in phenolics and other secondary metabolites.