1. Responses to moving contrast gratings and to flicker have been studied in cells in the medulla of the fleshfly Sarcophaga bullata using intracellular recordings and stainings. Medullary neurons responded periodically to flicker. Those which primarily discriminated motion had periodic responses or DC shifts in membrane potentials or increased noise. Intrinsic neurons included a T1a cell which was directionally selective (DS) and specific non-DS amacrine cells (6 types) arborizing either distal or proximal to the serpentine layer. Among the 12 types of output neurons recorded, 1 projected to the lobula plate, 6 to the lobula (Tm and T2 cells). 3 to both the lobula and lobula plate (Y cells), and 2 to the central brain. 2. Irrespective of their projection, medulla neurons which arborize in the stratum of the L2 terminals respond to flicker as does L2 and have the simplest, primarily periodic, responses to motion. The responses have significant power at the second harmonic of the stimulus temporal frequency suggesting that a non-linear operation, such as multiplication, may occur in the L2 stratum. Cells with arbors coinciding with either of the two levels of L1 terminals have much more complex responses to motion. All cells projecting to the lobula plate responded periodically to movement in some direction(s).