The histological and morphometric differences in some parts of the gastrointestinal tracts of rat, bat and pangolin have been well established. This investigation aims at comparatively elucidating any adaptational changes the ileum of the three mammals must have adopted to meet its dietary requirements and also cope with their morphological differences. The investigation was carried out using ten rats, ten bats and ten pangolins of both sexes. The animals were slightly anaesthetized under chloroform inhalation. The intestines were harvested and the ileum excised and fixed in 10% formol saline. The tissues were processed for light microscopic study. The following stains were employed: Haematoxylin and eosin (H & E), Van Gieson and Verhoeff's haematoxylin elastic tissue stain. Stained slides were also analysed morphometrically. The results revealed microstructural modifications which characterized the mucosa as well as the pattern of distribution of the conjuntive tissue fibers in the ileum of the three mammals. These modifications are means of successfully coping with their respective diets and morphological differences.