Small lipid-soluble cations, such as tetraphenylphosphonium (TPP +) and tetraphenylarsonium (TPA +) are frequently used as probes of membrane voltage (ΔΨ, or V m ) for small animal cells, organelles, and vesicles. Because much controversy has accompanied corresponding measurements on ‘walled’ eukaryotic cells (plants, fungi), we studied their transport and relation to V m in the large-celled fungus Neurospora crassa - where V m can readily be determined with microelectrodes - as well as in the most commonly used model eukaryotic cell, the yeast Saccharomyces cerevisiae. We found no reasonable conditions under which the distribution of TPP + or TPA +, between the cytoplasm (i) and extracellular solution (o), can serve to estimate V m , even roughly, in either of these organisms. When applied at probe concentrations (i.e., ≤ 100 μM, which did not depolarize the cells nor deplete ATP), TPP + stabilized at ratios (i/o) below 30 in both organisms. That would imply apparent V m values positive to − 90 mV , in the face of directly measured V m values (in Neurospora) negative to − 180 mV . When applied at moderate or high concentrations (1–30 mM), TPP + and TPA + induced several phases of depolarization and changes of membrane resistance ( R m ), as well as depletion of cytoplasmic energy stores. Only the first phase depolarization, occurring within the perfusion-turnover time and accompanied by a nearly proportionate decline of R m , could have resulted from TPP + or TPA + currents per se. And the implied currents were small. Repeated testing, furthermore, greatly reduced the depolarizing effects of these lipid-soluble ions, implicating an active cellular response to decrease membrane permeability.