The QuiltSpace Builder enables Microsoft's multimedia encyclopedia "Encarta" to "fit" into an established home or institutional learning environment so that "Encarta" can be used for productive research. Early observations of the difficulties encountered by Encarta users, coupled with a survey of presently available commercial software products, and a consideration of how technological innovation impinges on a learning environment, led to the development of the QuiltSpace Builder tool. The QuiltSpace Builder turns Encarta's "liabilities"--potentially the liabilities of other multimedia databases such as the World Wide Web--into assets and additionally supports existing and common computer expertise, frequently gaming expertise. The QuiltSpace Builder exploits new opportunities afforded by Web-based technologies and addresses a concern about an emerging gender gap in technological expertise. The QuiltSpace Builder tool was inspired by the American patchwork quilt and the quilting process. The paper describes the steps in quilting adapted for the QuiltSpace Builder to provide support for multimedia research projects: (1) user chooses macrocategory for research; (2) user creates focus for spaces with the Builder; (3) user creates working-name for spaces and plans search to anchor the multimedia search; (4) user selects symbols for the space; (5) user performs search (writes notes and copies media); (6) user rearranges spaces, chooses background and selects symbols; and (7) user okays the "look and feel" of the quilt. (Contains 17 references.) (Author/SWC)