Global connectivity has opened up a new dimension in education, namely, the concept of delivering education via technology to students who may never see their classmates or their instructor face to face. The typical school with its traditional classrooms does not exist in this new scenario, and many of the professionals responsible for developing distributed learning courses are new to the task. This chapter will guide the reader through the process of planning and implementing a distributed learning program. The model for this chapter is the distributed learning program provided by the Department of Defense Education Activity to schools serving the family members of U.S. military personnel at home and abroad. The DoDEA Electronic School (DES) offers sixteen courses to over six hundred students at 56 high schools in fourteen countries, spanning twelve time zones. The program has been in existence for over twelve years, evolving from a two-teacher program to a worldwide school headed by an administrative staff and employing 23 instructors and four technical support staff members. Courses currently available through the DES include seven advanced placement courses (Calculus AB and BC, Physics B, German, United States History, and Computer Science A and AB); five computer programming courses (Pascal I and II, Q-BASIC, Visual BASIC, and C++); economics; health; humanities; and science research seminar. In addition to offering student courses, the DES is in the process of adding an extensive staff development component. With teachers and staff based worldwide, the system can save a significant amount of travel money by providing staff development opportunities that are accessible at the local site. The DoDEA Electronic School grew up with technology. During those first years, students used an acoustic coupler and a telephone to call a central computer in the United States, where they accessed a text based conferencing program to communicate with their classmates and instructors. Today’s DES instructors develop their courses in Lotus Notes, and students can use either the Lotus Notes client or a Web browser. Domino servers at each school send and receive information via the Internet, resulting in efficient transfer of data. In today’s environment, rich with technology but short on hours in the day, there is no time afforded for the luxury of “evolving.” Professionals tasked with developing distributed learning programs for their organizations are given a staff, a budget and a mandate— and certainly a challenge. The goal of this chapter is to help those professionals meet the challenge by examining the key elements of a successful distributed learning program.