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<p>Abstract</p> <p>Background</p> <p>Biological nitrogen fixation is a prokaryotic process that plays an essential role in the global nitrogen cycle. <it>Azorhizobium caulinodans </it>ORS571 has the dual capacity to fix nitrogen both as free-living organism and in a symbiotic interaction with <it>Sesbania rostrata</it>. The host is a fast-growing, submergence-tolerant tropical legume on which <it>A. caulinodans </it>can efficiently induce nodule formation on the root system and on adventitious rootlets located on the stem.</p> <p>Results</p> <p>The 5.37-Mb genome consists of a single circular chromosome with an overall average GC of 67% and numerous islands with varying GC contents. Most nodulation functions as well as a putative type-IV secretion system are found in a distinct symbiosis region. The genome contains a plethora of regulatory and transporter genes and many functions possibly involved in contacting a host. It potentially encodes 4717 proteins of which 96.3% have homologs and 3.7% are unique for <it>A. caulinodans</it>. Phylogenetic analyses show that the diazotroph <it>Xanthobacter autotrophicus </it>is the closest relative among the sequenced genomes, but the synteny between both genomes is very poor.</p> <p>Conclusion</p> <p>The genome analysis reveals that <it>A. caulinodans </it>is a diazotroph that acquired the capacity to nodulate most probably through horizontal gene transfer of a complex symbiosis island. The genome contains numerous genes that reflect a strong adaptive and metabolic potential. These combined features and the availability of the annotated genome make <it>A. caulinodans </it>an attractive organism to explore symbiotic biological nitrogen fixation beyond leguminous plants.</p>