Yearling steers (48) were finished on one of three intense pasture rotation systems: (1) Tifleaf pearl millet; (2) millet with restricted grain; or (3) millet followed by grain ad libitum in the feedlot. In both 20% fat ground beef and subcutaneous fat, gamey/stale off-flavor decreased and roasted beef flavor increased when steers were fed grain. Compounds (59) including acids, alcohols, aldehydes, diterpenoids, hydrocarbons, and lactones, were identified in the purgeand-trap volatiles. Lactones positively correlated with roasted beef flavor and negatively correlated with gamey/stale off-flavor, whereas diterpcnoids positively correlated with gamey/stale off-flavor and ncgatively correlated with roasted beef flavor.