Riparian vegetation in western North America provides important habitat for breeding birds and valuable forage for grazing livestock. Whereas a number of studies have documented the response of riparian vegetation to the removal of cattle, few have experimentally evaluated specific grazing systems. We evaluated the responses of vegetation and breeding birds to two cycles of late-season (August–September) grazing followed by 34 months of rest on the Arapaho National Wildlife Refuge, Colorado. We used a before-and-after control-impact (BACI) design, with two control (ungrazed) and two treatment ( grazed) pastures composing the experimental units. Vegetation characteristics and bird densities were quantified on sample plots prior to and following two cycles of the treatment. We found no statistical differences in vegetation change and few differences in bird-density change among pastures. Inspection of means for pastures, however, suggests that changes in shrub vigor and spatial pattern differed among ungrazed and grazed pastures and that changes in population density for three of the nine bird species and three guilds studied differed among pastures. Our results suggest that habitat for grazing-sensitive birds may be restored while still allowing late-season grazing, although the rate at which species are recovered will be slower than if all cattle are removed.