We present a case of a rare, rapidly developing mixed acinar-neuroendocrine carcinoma of the stomach that presented with acute melena and symptomatic iron-deficiency anemia in a patient with history of hepatitis C cirrhosis and lymphoma. A 71-year-old man with history of stage IIIA diffuse large B-cell lymphoma (treated 17 years ago), chronic hepatitis C and compensated cirrhosis (SVR achieved after completing Harvoni therapy 2 years ago) who presented with subacute dyspnea and weakness which began one week after experiencing 8 days of tarry stools associated with epigastric pain. Labs revealed new iron-deficiency anemia with Hgb 8.0 g/dL (previously 12.7) and ferritin of 6 ng/mL. Diagnostic EGD revealed a 3cm clean-based ulcer in the lesser curvature of the gastric body (Image 1 and 2). Notably, 14 months prior to this presentation, an EGD for varices surveillance did not reveal any gastric pathology. Histology of the ulcer edge revealed poorly differentiated neuroendocrine carcinoma, favoring small cell type. Patient underwent distal subtotal gastrectomy with D2 lymphadenectomy and Roux-en-Y reconstruction. Surgical pathology confirmed the diagnosis of poorly-differentiated mixed acinar-neuroendocrine carcinoma (T3N1M0). Immunohistochemistry stained positive for: chromogranin (diffuse); synaptophysin (+ patchy); chymotrypsin (patchy). Ki-67 proliferation index was 70%. Mixed acinar-neuroendocrine carcinomas are rare gastrointestinal tract tumors that typically originate from the pancreas. To our knowledge, this subtype of tumor has been described originating from the stomach in only 5 previous instances. Histologically, both acinar and endocrine components constitute a significant proportion (>25%) of the neoplasm. The progression of this neoplasm was quite rapid as there was no evidence of gastric pathology 14 months prior to diagnosis. Our patient underwent successful gastrectomy and completed 2 [of 4 planned] cycles of platinum-based chemotherapy. He has had no evidence of disease recurrence as of 11 months post-operatively.2671_A Figure 1 No Caption available.2671_B Figure 2 No Caption available.