As attention becomes increasingly focused on distance education in the public eye and within the academic community, a sense of urgency to develop online course offerings is taking hold among institutions that wish to be responsive to student needs (real or perceived) and that do not want to be "left behind" as peer institutions tool up for distance instruction. With the host of software tools available, adapting courses to the on-line learning environment does not pose insurmountable technical obstacles, and can be almost routine. What becomes a challenge is preserving the original value of the instructional design and adapting the pedagogical nuances of a course to best leverage the modalities of on-line instruction. This paper illustrates how a graduate level course at Teachers College, Columbia University, tailored for face-to-face instruction, was adapted for distant learners, and how the instructional design was captured and replicated by a Web-based distance education authoring tool. (Author)