Upon passing a step current through the frog gastric mucosa, a transient response in voltage is observed, which can formally be represented by several types of model systems, although some models require elements which are hard to visualize in terms of the known morphology of the mucosa. A physically reasonable model can be constructed by considering the changes in intracellular ionic composition which arise due to current flow, and the consequent changes in diffusion potentials across the two cell membranes. A simple model has been developed which fits the observed long time-constant portion of the transient at low current densities, and predicts departures from exponential behavior at larger currents. Since reasonable values for membrane resistance and cell volume give a fit, it is proposed that this model may account for the long time-constant portion of the transient response. There is no reason to expect that similar considerations do not hold for epithelial tissues in general.