Pearl millet (Pennisetum glaucum (L.) R. Br.) cultivars for marginal, arid environments need to combine the adaptation to stress conditions of indigenous landraces with an improved yield potential and disease resistance, to allow them to both perform well in farmers fields and to meet the requirements for cultivar release. This paper evaluates landrace-based topcross hybrids (adapted landraces crossed on high-yielding male-sterile lines), as a quick and efficient way of achieving this objective. Topcross hybrids showed a consistent increase in biomass production across all test environments, including the harsh arid zone environments. Depending upon the plant type of the male-sterile used to make the hybrid, this was expressed as increased grain yield only, or increased grain and fodder yields. The downy mildew (Sclerospora graminicola) reaction of the topcross hybrids was determined by the reaction of the male-sterile line used, with the resistant male-sterile producing resistant topcross hybrids and vice-versa. Topcrossing adapted landraces on high-yielding male-sterile lines thus provides an opportunity to improve disease resistance and grain and/or fodder yields, with no apparent loss of adaptation to the marginal environments in which the landraces have evolved.