Cover crops and grazing under Integrated Crop-Livestock System (ICLS)can impact the rhizosphere nutrient cycling and may have potential to increase the long-term sustainability and economic profitability of agricultural production system. In South Dakota, crop production practices and livestock husbandry are both common which provide the opportunity for ICLS to be successful in this region. However, little is known about the impactsof the cover crops and grazing under ICLS on soil properties in this region.