Rate of protein synthesis in mammary tissue and liver as well as pup weight and milk yield were measured at d 15 of lactation in rats fed throughout gestation and lactation diets that varied in protein quality (wheat, wheat supplemented with lysine and threonine or casein supplemented with methionine), protein quantity [11 or 21% (wt/wt)] and feeding level (ad libitum or pair-fed to 100 or 85% of the consumption of dams fed wheat ad libitum). Improvement in dietary protein quality or quantity at the ad libitum feeding level produced large increases in mammary protein synthesis and pup weight; pair-feeding at 100 or 85% of the ad libitum wheat consumption level reduced or eliminated these increases. Increases in protein synthesis and pup weight associated with protein quality improvement were of similar magnitude to those associated with nearly doubling protein content of maternal diets. The responses of liver protein synthesis to dietary manipulation were qualitatively similar to those seen in mammary tissue. These data demonstrate that maternal dietary protein quality, protein quantity and feeding level all affect mammary protein synthesis and pup weight, and that, considered across all diets, changes in mammary protein synthesis are highly correlated with changes in pup weight and protein nutritional value.