Feeding and maturation by the soybean looper, Pseudoplusia includens (Walker) (Lepidoptera: Noctuidae), were investigated in a 2-yr study on 'Davis' soybean, Glycine max (L.) Merr., grown alone and combined with the weed hemp sesbania, Sesbania exaltata (Raf.) Rybd. ex. A. W. Hill, the root-knot nematode, Meloidogyne incognita (Kofoid & White) Chitwood, and the charcoal rot fungus, Macrophomina phaseolina (Tassi) Goid. Of the three pests, hemp sesbania had the greatest effects on plant growth and insect feeding and maturation. When fed foliage from soybean stressed by hemp sesbania, soybean looper larvae remained longer in feeding stages, consumed more foliage, and showed altered weight gain compared with larvae fed control foliage. Results suggest that nutrient (s) critical for proper development of larvae may have been limited in weed-stressed soybean foliage. Less dramatic results were observed when larvae fed on foliage from soybean with roots colonized by the charcoal rot fungus. Such larvae consumed more foliage, weighed more, and showed a slight increase in larval feeding period, but only in 1 yr of the study. Colonization of soybean roots by the root-knot nematode had no consistent effects on either the soybean host or insect.