A top drive system for drilling with casing includes a casing feeder and a torque head. In one embodiment, the casing feeder is adapted to position a casing for engagement with the torque head. The casing feeder includes a pair of conveying arms for engagement with the casing. Each conveying arm may be raised or lowered by a cylinder. The conveying arms are equipped with a motor driven roller for engaging and lifting the casing. The casing feeder may also be equipped with a counting apparatus to determine the positioning of the casing in the torque head.