Uncontrolled hemorrhage and multisystem organ failure developed in a patient with celiac sprue, lymphocytic gastritis, and diffuse gastric ulceration. A proximal small bowel biopsy showed villous atrophy and lymphoplasmacytic infiltration consistent with celiac sprue. At autopsy, there were no gross or histologic findings to suggest lymphoma. The intestinal lymphocytic infiltrate was not monoclonal, and gene rearrangements were not detected. Lymphocytic gastritis is a rare cause of upper gastrointestinal hemorrhage, which may be the result of sensitivity to gluten or other luminal antigens. This diagnosis should be considered in cases of diffuse gastric ulceration with bleeding in which the endoscopic appearances are not typical of peptic ulcer disease or drug-induced erosions. Ideally, biopsies of gastric and duodenal mucosa should be performed to establish the diagnosis.