Diseased states of tissue are accompanied by changes in both the microanatomy and biochemistry. Optical Coherence Tomography (OCT) is a high resolution imaging technique that allows micron scale high contrast volumetric imaging of tissue microanatomy to a depth of up to 2 mm. Fluorescence Lifetime Imaging Microscopy (FLIM) provides 2-D maps of the concentration of fluorescent biomolecules identified with their corresponding lifetime map. The combination of OCT and FLIM into one imaging system holds promise for identifying diseased states of tissue with improved sensitivity and specificity. We have developed a combined OCT/FLIM system that capable of simultaneous high-speed coregistered micro-anatomical and biochemical real-time imaging of tissues. The OCT/FLIM system is capable of a maximum A-line rate of 59 kHz for OCT and a maximum pixel rate of 30 kHz for FLIM. A 40 nm bandwidth 830 nm SLED provides 7.6 μm axial resolution for OCT. The OCT sample light and FLIM excitation co-propagate through an ultra-wide bandwidth achromatic objective lens to provide co-registered images with 15 μm and 100 μm resolution for OCT and FLIM, respectively. The FLIM subsystem was validated using dyes with well characterized spectral properties. The combined system has been tested and optimized on human postmortem coronary arteries and in vivo hamster cheek pouch. Once optimized, real-time data acquisition and processing would be possible with the system. Future applications of this technology include early detection and diagnosis of oral cancer and the characterization of arterial plaques. © 2010 Copyright SPIE - The International Society for Optical Engineering.