Abstract. Changes in the higher classification of Zopheridae and Tenebrionidae are specified, mostly within the context of Watt's (1974b) revised subfamily classification of Tenebrionidae. New or revised diagnoses are provided for adults and/or larvae of several higher taxa, and larval descriptions of several tribes are provided for the first time. The family Zopheridae is classified as three subfamilies, Ulodinae, Usechinae and Zopherinae. Usechini is transferred from Tenebrionidae into Zopheridae. Trachyderas costulatum is transferred from Tenebrionidae into Ulodini, as the only New World member of that tribe. Larvae of Dipsaconia, Brouniphylax Syrphetodes, Usechus, Nosoderma and Zopherus are characterized for the first time. Noserodes Casey, Sesapis Casey, and Verodes Casey are placed as junior synonyms of Nosoderma Solier. Keys are provided for genera of adults and known larvae of New World zopherids. The new species Usechimorpha montanus Doyen is described. Two broad evolutionary lineages are recognized within the Tenebrionidae, based on structure of the mouthparts and male genitalia and on the occurrence of abdominal defensive glands. Members of the tentyrioid lineage include those species which lack glands. This group corresponds to the Pimeliinae of Watt, which should be suppressed in favour of Tentyriinae. Within the tentyrioid group revised diagnoses and generic changes are specified for the tribes Anepsiini, Stenosini and Elenophorini. Batuliini is placed in synonymy under Anepsiini, and Vacronini Casey is recognized in a new sense. Batuliodes Casey is placed in synonymy under Batulius LeConte, and Vacronus Casey is placed as a junior synonym of Alaephus Horn. The larva of Alaephus pallidus Horn is described. The tenebrionoid lineage includes those species which possess abdominal defensive glands. Major changes are specified for three subfamilies. Subfamily Phrenapatinae: three tribes, Phrenapatini, Penetini and Archeoglenini are recognized and diagnosed; the larva of Phrenapates is described, and Archeoglenes australis Lawrence, Aoccidentalis Lawrence, A.pecki Lawrence and A.solo‐monensis Lawrence are described as a new species, extending the known distribution of the Archeoglenini to the New World. Subfamily Hypophloeinae: two tribes, Hypophloeini and Gnathidiini, are recognized and adults and larvae are diagnosed; the genera Anopidium, Cryptozoon, Paralyrius, Paranopidium, Pey‐rierasia, Pseudanopodium and Tyrtaeus are transferred from Colydiidae to Tenebrionidae. Subfamily Tenebrioninae: the tribe Amphidorini is dissolved, and its members are transferred to the Eleodini, Helopini and incertae sedis; Tricho‐derulus longipilosa Blaisdell becomes a junior homonym of Eleodes longipilosa Horn. We propose Eleodes blaisdelli Doyen as a replacement name. The taxo‐nomic position of the tribes Cnemeplatiini, Typhlusechini, Falsomycterini, Apocryphini and Myrmechixenini and of the genera Adelonia, Rhypasma and Exeniotis are discussed, without specifying exact relationships. Copyright © 1979, Wiley Blackwell. All rights reserved