Bacterial behavior is shown to be modulated through a simple on-off switching device which directs migration toward favorable conditions and away from unfavorable ones. The behavioral response is controlled by a rudimentary memory which allows the bacteria to sense gradients over time. The memory can be explained by a biochemical system involving a response regulator whose level relative to a threshold controls flagellar function. The level of the response regulator is itself controlled by factors such as enzyme levels and environmental stimuli. The molecular basis of the model appears to be relevant to more complex hormonal and neural signaling systems.