To understand the digestive functions in the giant keyhole limpet, it is important to know the types of cells present in each region of the gut and their roles in the secretion of digestive enzymes and absorption of nutrients. This study describes the morphology of cells lining the entire gut and identifies sites that may be secreting materials to aid digestion. Previous studies involving electron microscopy and enzyme analysis have focused on the salivary and digestive glands of several gastropods. Studies on the rest of the gut tract typically include only histological descriptions of the epithelia and although several types of cells have been described, they appear very similar. The purpose of this study is to determine if electron microscopy can provide better insights into the functions of cells in these poorly studied regions of the gut. Our ultrastructural observations suggest that only two types of cells, mucus secreting cells and apocrine secretory cells make up the epithelium in the esophagus, style sac, and intestine. These regions account for 85% of the length of the entire digestive tract. Apocrine secretory cells contain pigment granules, bear cilia, and/or microvilli at their apices, and release product into the gut lumen via apocrine secretion. This suggests that the secretory processes involved with digestion are occurring in most regions of the gut and that apocrine secretion is the primary mode by which materials are introduced into the gut lumen. The lips, salivary glands, stomach, and digestive gland lack apocrine secretory cells and the epithelial cells are similar to those described in other gastropods. J. Morphol. 271:1134-1151, 2010. (c) 2010 Wiley-Liss, Inc.