The previously reported sudden potential drop (SPD), which occurs under anoxia in 10% CO2, has been further explored. We find several conditions necessary for this effect: 1) anoxia; 2) serosal pH less than 7.1;3) presence of chloride; and 4) a PD, either spontaneous or voltage clamped, which changes across the region of 10 mV, serosal positive. With the first three conditions satisfied, a reversible decrease in measured resistance can be produced at will by changing the clamp voltage. In the anoxic, low-resistance state, changes in K+ or C1- concentration give little change in voltage, showing that the increased conductivity is not selective for either ion. A model is proposed containing a shunt-resistance element whose resistance is a step function of PD. This model can mimic the responses of the tissue and provides a working model for the SPD.