When teaching and learning about alveolar ventilation with our class of 300 first-year medical students, we use four simple, inexpensive "models." The models, which encourage research-oriented learning and help our students to understand complex ideas, are distributed to the students before class. The students anticipate something new every day, and the models provide elements of surprise and physical examples and are designed to help students to understand 1) cohesive forces of the intrapleural space, 2) chest wall and lung dynamics, 3) alveolar volumes, and 4) regional differences in ventilation. Students are drawn into discussion by the power of learning that is associated with manipulating and thinking about objects. Specifically, the models encourage thinking about complex interactions, and the students appreciate manipulating objects and actually understanding how they work. Using models also allows us to show students how we think as well as what we know. Finally, students enjoy taking the models home to demonstrate to friends and family "how the body works" as well as use the models as future study aids. (Contains 6 figures.)