Six 10-acre pastures containing Fawn endophyte-free tall fescue were each strip-grazed by four pregnant fallcalving cows with calves from mid-November through March. The following three treatments were applied to the cows in the six pastures: minimal supplementation for cows and calves (Minimal), minimal supplementation for cows and supplementation of the calves with a distillers dried grains(DDG)-soy hull creep feed (Creep), and DDG supplementation to cows and minimal supplementation to calves (DDG). Cow and calf weights and cow body condition were measured over the grazing season. Calves in the Creep groups had higher ADG (3.2 lb/day) than those in the DDG (2.7 lb/day) or Minimal (2.0 lb/day) groups. Cows in the DDG group had less seasonal BW loss than cows in the other two groups. There were no differences in the composition and mass of pasture forage between treatments over the winter grazing season. Supplementation of DDG to cows or a DDG-based creep feed to calves increases weight gains of fall calves while reducing loss of body condition in cows, but did not affect the rate for forage utilization.