A B S T R A C TA spontaneously occurring or electrically elicited hyperpolarizing activation (HA) in L cells was previously shown to be due to a specific increase in the membrane K + permeability (Nelson et al. 1972. J. Gen. Physiol. 60:58-71).Intracellular injection of Ca ++ elicits an identical hyperpolarizing response which suggests that the increased K + permeability associated with the HA is mediated by an increase in cytoplasmic Ca ++. In zero-Ca, EGTA-containing saline the proportion of cells in which HA's can be evoked decreases, but the amplitude of those HA's that are produced is comparable to that of HA's in normal Ca saline. Co ++ does block the HA but only after a period of 2 h or longer; D-600 does not affect the HA. These observations, with others, suggest that the primary source of the Ca mediating the HA response is intracellular. In L cells the endoplasmic reticulum forms morphologically specialized appositions with the surface membrane which resemble structures at the triads of muscle that are thought to mediate coupling between surface membrane electrical activity and contraction via Ca release from the sarcoplasmic reticulum. The similar structures in L cells may mediate coupling between surface membrane electrical, mechanical, or chemical stimuli and the HA response via release of Ca from the endoplasmic reticulum. Surface-coupled release of Ca from intracellular stores might also regulate a number of other intracellular functions in nonmuscle cells.L cells are a continuous cell line of fibroblast origin whose surface membrane properties can be investigated with intracellular microelectrode techniques. Previous studies have shown that these cells have a low membrane potential (20 mV inside negative), a high membrane resistivity, and are capable of generating an active electrical membrane response to mechanical, electrical, or chemical (acetylcholine) stimuli . The response consists of a hyperpolarization lasting several seconds, accompanied by a decrease in membrane resistance which appears to be due to a specific increase in the surface membrane permeability to K + ions Okada et al., 1977 b). We have termed the response the hyperpolarizing activation or HA response and have shown that it can be transmitted (by an unknown mechanism) from one L cell to another (Nelson and Peacock, 1973).