Studies were conducted at Clayton, Lewiston-Woodville, and Rocky Mount, NC, to evaluate weed and cotton response to herbicide systems in glyphosate-resistant cotton in 1995 and 1997. Herbicide systems evaluated included various combinations of soil-applied (trifluralin and fluometuron) and postemergence (POST) (glyphosate or pyrithiobac) herbicides with or without late postemergence-directed (LAYBY) treatments of cyanazine plus MSMA. Glyphosate-resistant cotton injury was less than 5% with all herbicide treatments. Glyphosate POST systems were as efficacious in weed control as other herbicide systems. Depending on location, glyphosate and pyrithiobac POST systems usually required cyanazine plus MSMA LAYBY for season-long control of common lambsquarters, goosegrass, large crabgrass, pitted morningglory, prickly sida, and Texas panicum. Glyphosate POST applied as needed provided weed control equivalent to soil-applied plus POST herbicides, although lint yield was slightly reduced depending on location. Herbicide systems that included soil-applied herbicides required one to two treatments of glyphosate POST and post-directed for season-long weed control and high cotton lint yields, whereas the same herbicide systems without soil-applied herbicides required two to three glyphosate treatments. In all herbicide systems, a residual soil-applied or LAYBY herbicide treatment increased yield compared with glyphosate POST only systems. Location influenced weed control and cotton yield. Generally, as herbicide inputs increased, yield increased.