Cloudy days cause an abrupt reduction in daily photosynthetic photon flux (PPF), but we have a poor understanding of how plants acclimate to this change. We used a unique 10-chamber, steady-state, gas-exchange system to continuously measure daily photosynthesis and night respiration of populations of a starch accumulator [tomato (Lycopersicon esculentum Mill. cv. Micro-Tina)] and a sucrose accumulator [lettuce (Lactuca sativa L. cv. Grand Rapids)] over 42 days. All measurements were done at elevated CO2 (1200 μmol·mol-1) to avoid any CO2 limitations and included both shoots and roots. We integrated photosynthesis and respiration measurements separately to determine daily net carbon gain and carbon use efficiency (CUE) as the ratio of daily net C gain to total day-time C fixed over the 42-day period. After 16 to 20 days of growth in constant PPF, plants in some chambers were subjected to an abrupt PPF reduction to simulate shade or a series of cloudy days. The immediate effect and the long term acclimation rate were assessed from canopy quantum yield and carbon use efficiency. The effect of shade on carbon use efficiency and acclimation was much slower than predicted by widely used growth models. It took 12 days for tomato populations to recover their original CUE and lettuce CUE never completely acclimated. Tomatoes, the starch accumulator, acclimated to low light more rapidly than lettuce, the sucrose accumulator. Plant growth models should be modified to include the photosynthesis/respiration imbalance and resulting inefficiency of carbon gain associated with changing PPF conditions on cloudy days.