This article describes the author's first attempt at integrated course design. Students in the author's virology course helped set the learning goals, and the design and content of the exams, and developed rubrics for individual and group projects. The result was that they learned how to direct their own learning. Integrated course design and implementation of rich student learning experiences dramatically enhanced the scholarship of both students and the instructor. It allowed full immersion of the students in the course material and made the course a living entity that continued to breathe past the final exam. Particularly, learning goals linked to caring and the human dimension, which are often overlooked in the scientific curriculum, were powerful motivators and integrators. (Contains 2 tables.)