The response of turbulent boundary layers to sudden changes in surface roughness under adverse-pressure-gradient conditions has been studied experimentally. The roughness used was in the ‘d’ type array of Perry, Schofield & Joubert (1969). Two cases of a rough-to-smooth change in surface roughness were considered in the same arbitrary adverse pressure gradient. The two cases differed in the distance of the surface discontinuity from the leading edge and gave two sets of flow conditions for the establishment and growth of the internal layer which develops downstream from a change in surface roughness. These conditions were in turn different from those in the zero-pressure-gradient experiments of Antonia & Luxton. The results suggest that the growth of the new internal layer depends solely on the new conditions at the wall and scales with the local roughness length of that wall. Mean velocity profiles in the region after the step change in roughness were accurately described by Coles’ law of the wall-law of the wake combination, which contrasts with the zero-pressure-gradient results of Antonia & Luxton. The skin-friction coefficient after the step change in roughness did not overshoot the equilibrium distribution but made a slow adjustment downstream of the step. Comparisons of mean profiles indicate that similar defect profile shapes are produced in layers with arbitrary adverse pressure gradients at positions where the values of Clauser's equilibrium parameter β (= δ*τ−10dp/dx) are similar, provided that the pressure-gradient history and local values of the pressure gradient are also similar.