Mouse models of acute lung injury (ALI) have been instrumental for studies of the biologic underpinnings of lung inflammation and permeability, but murine models of sepsis generate minimal lung injury. Our goal was to create a murine sepsis model of ALI that reflects the inflammation, lung edema, histologic abnormalities and physiologic dysfunction that characterize ALI. Using a cecal slurry (CS) model of polymicrobial abdominal sepsis and exposure to hyperoxia (95%), we systematically varied timing and dose of the CS injection, fluids and antibiotics and dose of hyperoxia. We found that CS alone had a high mortality rate that was improved with the addition of antibiotics and fluids. Despite this, we did not see evidence of ALI as measured by bronchoalveolar lavage (BAL) cell count, total protein, CXCL-1 or by lung wet:dry weight ratio. Addition of hyperoxia (95% FiO2) to CS immediately after CS injection increased BAL cell counts and CXCL-1 and lung wet:dry weight ratio but was associated with 40% mortality. Splitting the hyperoxia treatment into two 12 hour exposures (0-12 hours24-36 hours) after CS injection increased survival to 75% and caused significant lung injury compared to CS alone as measured by increased BAL total cell count (92500 vs 240000, p=0.0004), BAL protein (71 vs 103 ug/ml, p=0.0030, and lung wet:dry weight ratio (4.5 vs 5.5 p=0.0005), and compared to sham as measured by increased BAL CXCL-1 (20 vs 2372 pg/ml, p<0.0001), and histologic lung injury score (1.9 vs 4.2, p=0.0077). Additionally, our final model showed evidence of lung epithelial (increased BAL and plasma RAGE) and endothelial (increased Syndecan-1 and sulfated glycosaminoglycans) injury. In conclusion, we have developed a clinically relevant mouse model of sepsis-induced ALI using IP injection of CS, antibiotics and fluids, and hyperoxia. This clinically relevant model can be used for future studies of sepsis-induced ALI.