This study was conducted at Sids Experimental Research Station, Beni Suief Governorate, starting from year 2000 to study the effect of rotation dura-tion (every year, 2- year rotation and 3- year rota-tion) and nitrogen fertilizer rates; 45, 60 and 75 kg N/ fed on growth, yield components and yield of cotton, as well as associated weeds. A split plot design was used with four replicates. The data indicated that crop rotation had significant effect on plant height, number of fruiting branches/ plant, number of open bolls, seed cotton yield/ plant and seed cotton yield/ fed. Seed cotton yield/ fed was increased by 10.99 and 23.62 % when 2-year and 3-year rotations were applied, compared to 1-year rotation (average of both seasons). In-creasing N- fertilization up to 60 kg N/ fed caused significant increases in all studied traits. The best estimate of yield (Y) plotted against N rate (X) for annually rotated cotton was the linear equation of Y =2.44 + 0.074x (R2 =0.81). Two years rotation showed a quadratic association with increasing the N rate, R2 = 0.86 and 0.88, respectively. The high-est values of total fresh weeds were 2.85 and 2.60 kg/ m2 (broad and grassy weeds) when 1-year ro-tation was applied, while the lowest values were 1.50 and 1.35 kg/ m2 when 3-year rotation was applied in the first and second season, respective-ly.