The tubular stomach of the omnivorous cyprinodont,Aphanius dispar(Rüppell 1828) is composed of four layers, mucosa, submucosa, muscularis and serosa. In the transitional area between the oesophagus and stomach of specimens kept in freshwater, the stratified epithelium is replaced by a monolayer of cuboidal epithelium and columnar epithelium with goblet cells. There are numerous goblet cells in the apical mucosa of normally fed fish. When starved, the goblet cells became more rounded and their numbers reduced considerably; the negative relationship between the duration of starvation and the number of goblet cells was significant (P < 0.001). The stomach histology ofA. disparand its response to starvation are discussed.