Five Holstein cows with ruminal cannulas were used in a 5 x 5 Latin square design to determine the effect of replacing forage NDF with soyhull NDF and varying concentrations of nonstructural carbohydrates on nutrient digestion and milk production. Diets in which NDF percentage from forage (com silage: alfalfa hay, 1:1) was 80 (control), 70, or 60 were formulated by substituting soyhulls for forage; total forage was 43.2, 36.7, and 31.1% of the diets, respectively, but total NDF was 31%. Nonstructural carbohydrates were formulated to be 47 (control), 35, or 25% by substituting soyhulls, roasted soybeans, and Ca soaps for concentrate. Ruminal acetate: propionate ratio decreased linearly when diets lower in forage NDF were fed, but it increased quadratically when dietary nonstructural carbohydrates were reduced. Apparent digestibility of OM increased quadratically, but NDF digestibility and lactation performance were unaffected when diets lower in forage NDF were fed. Digestibility of NDF increased linearly when nonstructural carbohydrates were reduced, perhaps because of greater digestibility of soyhull NDF and smaller negative associative effects. Fat from soybeans and Ca soaps was increased as nonstructural carbohydrates decreased. Added fat probably increased fatty acid digestibility and decreased milk protein percentage. Greater FCM production without correspondingly greater feed intake or BW loss increased feed efficiency as nonstructural carbohydrates decreased. In dairy rations containing soyhulls, 60% of dietary NDF from forage should maintain lactation performance, and decreasing nonstructural carbohydrates to 25 to 35% of feed DM, coupled with adding dietary fat, may decrease negative associative effects and improve efficiency of milk production.