Mycobacterium avium subsp. paratuberculosis is an important pathogen that causes Johne's disease in animals and has been implicated in Crohn's disease in man yet few data exist on its physiological adaptation in either the host or the environment. In this study, the proteomic responses of the two distinct strains of M. a. paratuberculosis, cattle (C) and sheep (S), to hypoxia and starvation were studied in vitro. Nutrient starvation inhibited growth of both strains and was lethal for S strain after 12 weeks. Hypoxia induced a state of very low metabolic activity but rapid resuscitation occurred upon restoration of an aerobic atmosphere, consistent with the dormancy response of other mycobacteria. A total of 55 protein spots differentially expressed in response to starvation and/or hypoxic stress in one or both strains were identified from 2D gels and classified based on biological function. Antioxidant enzymes, oxidoreducatse enzymes and proteins involved in amino acid metabolism, fatty acid metabolism, ATP and purine biosynthesis, proteolysis, cell wall synthesis, protein synthesis, signal recognition and hypothetical proteins with putative functions including dormancy response regulators and universal stress proteins were identified. These proteins are potential screening targets for future diagnosis, prevention and control of M. a. paratuberculosis infection and their identification will assist understanding the pathogenesis of diseases caused by this organism.