Faculty members have different concerns as they integrate new technology into their teaching practices. The integration of Web-Based Instruction in higher-education settings will not be successful if these faculty concerns are not addressed. Four main stages of faculty concern (information, personal, management, and impact) were identified based on Hall's concern-based adoption model. By reviewing the literature on the diffusion of on-line education, the author identified support factors that may decrease faculty concerns about adopting WBI. System dynamics was used to examine associations between faculty concerns and these support factors. Based on these associations, a simulation model was built using STELLA to test the potential impact of support factors on the adoption of WBI by faculty members. The simulation model will aid educators and administrators in evaluating the impacts of support factors on the adoption of WBI. (Contains 2 tables and 6 figures.)