Increasingly, colleges and universities are offering online courses using commercial course packaging. One of the most popular courseware programs is Blackboard. This article describes research that employed a two-pronged approach to investigate how education faculty used Blackboard courseware to facilitate student competence in using technology. The author interviewed all College of Education faculty at California State University who had used BeachBoard (the campus version of Blackboard) over a two-year period. The author analyzed their BeachBoard sites to verify her understanding of their statements and to analyze the visual and interactive design of the courses they had developed. Finally, she documented her own evolution in using BeachBoard and compared the results of her analysis of these sources with existing models of Web-based teaching and learning. Results show that there was no pattern of adoption, although new faculty were more likely to have learned BeachBoard upon being hired, while tenured faculty tended to use a minigrant as the impetus to start using the technology. Here, the author describes her modified model of Web-based teaching and learning that consists of four dimensions: (1) learners; (2) resources; (3) learning mode; and (4) time.