Grazing is considered a normal behavior for dairy cattle, although they may not be able to meet their nutritional requirements from grazing alone, and so to sustain higher yields requires access to a total mixed ration (TMR). The study aim was to provide dairy cows with access to TMR indoors and on pasture to establish influence on behavior and preference for each location. The study took place from August to November, 2009, using 36 late-lactation Holstein-Friesian dairy cows. The cows were allocated to 1 of 3 26-d study periods (n=12×3). Within each period the cows were further divided into a control (n=6) or treatment (n=6) group using a crossover design, where the cows were changed between the control and treatment group after 13 d. Treatment cows had access to TMR indoors and on pasture, whereas control cows only had access to TMR indoors. Following a.m. and p.m. milkings the cows were taken to a point equidistant between indoors and pasture and given the choice of going to pasture (1.5 ha) or to a freestall barn. Between milkings the cows had free access between the locations. Initial choice was recorded and a video camera was used to record time spent in each location. Behavior observations were recorded to establish how the cows spent their time during the day. To determine what factors influenced preference, weather conditions, milk yield, body condition score, and lameness were recorded. Initially, the cows chose indoors following milking (96.4±0.80%). Overall, the cows expressed a partial preference for pasture (71.1±1.82%), which was different from 100, 50, and 0%. Study period influenced preference with cows spending less time on pasture as the season progressed (86.7 vs. 68.3 vs. 58.3% for study periods 1, 2, and 3, respectively). Providing the cows with TMR outdoors did not affect pasture use, but resulted in an increase in TMR intake of 2.2±0.41 kg of dry matter/d. The cows spent more time on pasture as the temperature-humidity index indoors (55.6±0.92) and outdoors (54.6±0.82) increased, but rainfall and milk yield did not influence preference. Cows with lameness score >1.5 spent more time indoors (35.4±4.52 vs. 25.2±2.64% for cows with >1.5 vs. ≤1.5 lameness score, respectively). In conclusion, the cows expressed a partial preference for pasture, which was not influenced by providing TMR on pasture.