Single cat auditory cortex neurons have limited intensity dynamic ranges for characteristic frequency (CF) tones. In the presence of continuous wide-spectrum noise, these cells' tone responses undergo a dynamic range shift towards higher SPLs. In the present study, the mechanisms underlying this dynamic range shift were examined by probing the sensitivity of the cells to CF tones delivered at various delays after the onset and/or offset of a long duration noise mask. Fifty cells were studied in the cortex of 7 anesthetized cats using acoustically mixed tonal and noise stimuli presented monaurally to the contralateral ear through a calibrated, sealed stimulating system. For most neurons, the dynamic range shift induced by continuous noise was fully developed in the responses to CF tones delivered 100-250 ms after the onset of a noise mask. For nonmonotonic cells, shorter delays between noise and tone onsets resulted in a profound suppression of tone responses that was consistent with the view that noise stimuli evoke a short latency, but transient, inhibitory response in these neurons. Studies of monotonic cells with short tone delays revealed that the usual excitatory response to noise onset was sometimes followed by a period of inhibition. In most cells, as soon after mask onset that CF tones were able to evoke spike discharges, those responses had latent periods comparable to those of responses to tones of the same SPL delivered in continuous noise. After the offset of an 800 ms noise mask effecting a 15-25 dB dynamic range shift for CF tones, recovery of tone sensitivity to within 5 dB of control levels typically took 50-200 ms. On the basis of these observations, it is argued that in order for a CF tone to excite a cortical neuron after the onset of a noise mask, the tone amplitude must be sufficient to overcome both the transient central neural consequences of noise onset, and a short-term adaptation that is probably peripheral in origin. The implications of these data for the sensitivity of cortical cells to temporally varying stimuli are discussed.