Pennsylvania State University’s World Campus© enrolled its first students in January 1998. The World Campus is one of several “virtual campus” initiatives within higher education in the United States and abroad. Penn State built the World Campus as its 25th campus, fully integrating it into the mainstream of the University’s academic life as part of an institution-wide web of innovation. It completed its first full year of operation in June 1999, initially offering courses in 10 credit and noncredit certificate and degree programs in some of Penn State’s most highly regarded disciplines. At that time, the World Campus had admitted 861 students and generated 896 individual course enrollments. It had also attracted national attention as a “bellwether institution” in the emerging online learning field. The idea of a “virtual university” has moved distance education into the mainstream of higher education. The creation of the World Campus illustrates the complexity of planning a significant technology-based innovation directed at positioning a major comprehensive university to meet the need for lifelong education in an information society. This case study provides a detailed examination of the strategies used in the development of a distance education campus and the lessons learned in the first year of World Campus operation.