The impact on arthropods when using a rye cover crop in a soybean,Glycine maxMerrill, production system was studied. Soybean was planted in plots that did not have a rye cover crop, plots that had rye plowed and disked into the soil, plots that had rye disked only, and plots that had rye left on the soil surface. Green cloverworm,Plathypena scabra(F.), populations varied during the two years, with numbers in the rye-notill being highest the first year but lowest the second. Potato leafhopper,Empoasca fabae(Harris), numbers were consistently lowest in the rye-notill plots, whereas bean leaf beetle,Cerotoma trifurcata(Forster), and Japanese beetle,Papillia japonicaNewman, adults were highest in the rye-notill treatments. Striped flea beetles,Phyllotretaspp., were consistently higher in the conventional tillage and rye-plow plots where rye was completely buried or was absent. The study indicates that the use of a rye cover crop has a variable impact on arthropods, depending on the species and also on the management of the cover crop. Knowing the influence that a cover crop might have on arthropods can assist growers in better managing their crop.