This article describes a new hands-on, or "kinesthetic," activity for use in a physiology lecture hall to help students comprehend an important concept in cardiopulmonary physiology known as oxygen carrying capacity. One impetus for designing this activity was to address the needs of students who have a preference for kinesthetic learning and to help increase their understanding and engagement during lecture. This activity uses simple inexpensive materials, provides an effective model for demonstrating related pathophysiology, and helps promote active learning. The activity protocol and its implementation are described here in detail. We also report data obtained from student surveys and assessment tools to determine the effectiveness of the activity on student conceptual learning and perceptions. A brief multiple-choice pretest showed that although students had already been introduced to the relevant concepts in lecture, they had not yet mastered these concepts before performing the activity. Two postactivity assessments showed that student performance was significantly improved on the posttest compared with the pretest and that information was largely retained at the end of the course. Survey data showed that one-half of the students stated kinesthetic learning as among their learning preferences, yet nearly all students enjoyed and were engaged in this hands-on kinesthetic activity regardless of their preferences. Most students would recommend it to their peers and expressed a desire for more kinesthetic learning opportunities in the lecture curriculum. (Contains 2 footnotes, 3 tables, and 4 figures.)