To forage optimally, predators face complex decisions regarding target prey distribution, quantity, and quality. We paired theodolite tracking of gray whales Eschrichtius robustus in Port Orford, Oregon, USA, with concurrent sampling of their zooplankton prey to examine foraging decisions relative to prey quantity (abundance) and quality (caloric content). We tested the hypotheses that whales (1) feed more than search or transit in areas with high quantity and quality prey and (2) select foraging habitat dominated by the calorically rich mysid Neomysis rayii . Relative prey abundance was assessed through standardized image analysis of camera drops, and zooplankton prey community was determined from net tows. These data were spatially interpolated and modeled to generate daily layers of species-specific prey abundance and calories (20 m grid) for comparison to whale behavior derived from tracking data. Whales fed significantly more in areas with higher prey abundance and calories than where they searched and transited. Whales increased foraging effort as overall prey availability increased, yet foraging probability was significantly correlated with the quantity and quality of the mysid Holmesimysis sculpta , which has significantly lower calories than N. rayii . However, during the study period, the maximum abundance of N. rayii was 4 times lower than that of H. sculpta and never reached the quantity threshold determined by a logistic regression needed to support whale foraging behavior. Hence, gray whale prey selection involves trade-offs between prey quantity and quality to maximize energetic gain, and prey quality should be considered alongside abundance in ecological studies investigating predator decision-making.