Crossbred calves (n = 30; age = 95 ± 1.7 d; BW = 179 ± 18 kg) were fed 1 of 5 growing diets: 1) corn-based control, 2) low-fat, low-protein coproduct blend, 3) high-fat, low-protein coproduct blend, 4) low-fat, high-protein coproduct blend, and 5) high-fat, high-protein coproduct blend for 112 d (growing phase) followed by a common corn-based finishing diet (additional 112 d; finishing phase). Calves were biopsied at 0, 112, and 224 d for transcriptional analysis via real-time quantitative PCR of 14 genes associated with adipogenesis and lipogenesis within the muscle. Serum was collected at d 0, 112, and 224 and analyzed for leptin, IGF-1, and GH concentration. Treatments were arranged in a 2 × 2 factorial. Data were analyzed using the MIXED procedures of SAS (SAS Inst. Inc., Cary, NC) to ascertain the effects of 2 protein levels, 2 fat levels, time, and any interactions. Increased protein and decreased fat in the growing diet resulted in a carryover effect that increased (P < 0.01) gene expression of PPARγ, insulin-induced gene 1, thyroid hormone responsive SPOT14 protein, ATP citrate lyase, adiponectin, diacylglycerol O-acyltransferase homologue 2, fatty acid binding protein 4, fatty acid synthase, phosphoenolpyruvate carboxykinase 1, and stearoyl-CoA desaturase as well as serum leptin concentrations between d 112 and 224. Expression of sterol regulatory element binding transcription factor 1 was increased (P < 0.01) at d 112 in steers fed high-protein, high-fat diets compared to those fed high-protein, low-fat diets. A fat × day interaction (P < 0.01) occurred for the expression of adiponectin receptor 2 and CCAAT/enhancer binding protein alpha, resulting in a carryover effect wherein low-fat diets fed during the growing phase increased expression of both genes at the end of the finishing phase (d 224). After slaughter, cattle fed the control during the growing phase tended (P = 0.09) to have greater marbling scores, whereas other carcass parameters were not different (P ≥ 0.13). These data indicate that feeding differing levels of dietary fat and protein during the growing phase does affect i.m. adipogenesis at the transcriptional level, but differences in gene expression were not sufficient to affect carcass quality among cattle fed coproducts.