In 2003 eight peanut and cotton crop rotations were established in southeastern Virginia, 4 of which included 2 or 3 years of tall fescue or orchardgrass grown as high-value hay crops. Each crop rotation was evaluated for changes in soil quality indicators including soil carbon and nitrogen, water stable soil aggregates, plant available water content, bulk density, cone index values, and soil moisture. Cotton and peanut growth and yield were also observed to evaluate changes in crop growth associated with differences in soil quality. Soilborne plant pathogens including root-knot nematode, stubby root nematode, ring nematode, stunt nematode, and Cylindrocladium parasiticum microsclerotia were measured in the spring and fall of each year to determine differences associated with crop rotations. Water stable soil aggregates in 2007 were higher in rotations with 3 years of either perennial grass. Soil moisture tended to be the highest at depths 30 - 60 cm in the 3-year tall fescue rotation in August and September 2007. Cotton in 2006 and peanut in 2007 had higher growth and yield where the annual crop directly followed a perennial grass. Root-knot nematode tended to decrease in all rotations over time. Stubby root nematode populations tended to increase in rotations with either duration of orchardgrass. Including perennial grasses in cotton and peanut rotations has the potential to increase growth and yield as demonstrated in this research.