Increasingly, new innovative management approaches are being used in small ponds that contain largemouth bass (Micropterus salmoides) and bluegill (Lepomis macrochirus) to increase the quality of largemouth bass fisheries. One approach is to stock additional forage fish. Threadfin shad (Dorosoma petenense) were stocked into two small Alabama ponds (1.9 and 5.3 ha) in 2007, 4 yrs after renovation and restocking with largemouth bass and bluegill (1:15 stocking ratio) to improve largemouth bass relative weight (Wr) and length distributions. Threadfin shad inhabited these two ponds for about 2.5 yrs before being eliminated by severe winter temperatures in January 2010. After threadfin shad became established, Wr increased for stock- and quality-length (203-380mm) largemouth bass, but not for preferred-length and larger (>380 mm) fish. Proportional size distributions (PSD, PSD-P), which declined prior to threadfin shad stocking, increased as largemouth bass recruitment to stock length declined. Following a winterkill of threadfin shad, Wr of all sizes of largemouth bass and PSD indices declined and largemouth bass recruitment increased. Relative weights of quality- length (>151mm) bluegill declined during threadfin shad presence, and we speculate this was due to higher bluegill densities as largemouth bass predation on bluegill was likely less. Stocking threadfin shad into two established largemouth bass-bluegill ponds provided for improved largemouth bass populations, but may sacrifice quality bluegill fisheries.