Thirty single-bearing Merino ewes were used to examine the effect of feeding supplement, from 91 to 140 days of gestation, on changes in chemical composition of the ewes, on the relationships with live weight and body condition score and on the foetus. Ewes grazed a perennial ryegrass pasture and were offered either no supplement or 500 g per head per day of a concentrate supplement from days 30 to 90 and (or) from days 91 to 140 of pregnancy. Maternal carcass and non-carcass components, uterine wall, foetus and placenta plus cotyledons were chemically analysed. Live weight (LW) and body condition score (BCS) on day 140 were both affected by supplementation during late pregnancy, mobilization of protein and fat being lower in animals receiving supplement. BCS accounted for more variation than LW in the carcass fat depot. Because this depot was the most important source of energy from days 91 to 140 of gestation, this suggests that BCS is a useful estimator of mobilization of maternal fat reserves during this stage of pregnancy. The ability to mobilize reserves and protect foetal growth by Merino ewes in southern Europe, where large fluctuations in grass growth rate exposes them to considerable undernutrition as pregnancy proceeds, was confirmed in this experiment. However, when the nutritional regime is extreme, supplementary feeding to the ewes is recommended, in order to make the whole system economically profitable.