Hey DoctoBe,
Hang in there--it is definitely not an easy rode we have chosen. I can feel your pain, because I actually failed Histo the first time I took it--low pass, but I repeated it and went all out--one of the top scorers on each exam. Take a moment and step back and see what is going on with the class--what is working and what is not. See what you need to cover and how well you really know the material. Chances are that you are just overwhelmed with Gross and Biochem can't be helping your workload either.
Own the slides and leave no fact untouched nor unmemeorized from the syllabus--I hope you guys use a syllabus??? Histo is simply a ton of rote memorization, but if you go through it slowly enough you begin to see that the structures you are learning have a unique and individual function--the relationships start to gel. It does start to come together--just take the time you need--easier said than done, I know. But I remember that when I was failing, no matter how much time I put in, it didn't matter because so much of my time was wasted on worrying and crunching numbers and day dreaming about getting 100% on the final in order to pass--don't go there it is a death trap. Stay strong and focus in the weeks ahead--you are not in med school for your good looks, but for the simple fact that you have provided proof that you can handle it. Rise to the challenge and don't get discouraged, Histology can be conquered!!!