In redesigning the preclinical curriculum and shifting from a discipline-based approach to an organ system-based approach, faculty at the University of Arizona College of Medicine in Tucson took the opportunity to restructure the sequence of introductory histology content to make it more engaging and relevant. In this article, the author describes how faculty sought to improve three important factors contributing to learning--context, motivation, and problem solving--in presenting the introductory histology material on tissue types. The reordering of introductory histology content replaces the "learn this now you'll need it later" approach with one that carries inherent relevance at each step, and in addition lends itself very well to insertion of clinical examples that further enhance relevance. (Contains 2 figures.)