In this paper, we analyse interactions between secondary students and pre-service teachers in an online environment in order to understand how their meaning-making processes embody distributed cognition. We begin by providing a theoretical review of the ways in which literacy learning is distributed across learners, objects, tools, symbols, technologies and the environment in modern English language arts classrooms. This is followed by a case study where we identify how programme values, textual resources and cultural schema function as distributed tools. In traditional schools, with an emphasis on taking standardised tests, the learning environment is designed on the view that learning is a transaction that happens solely "inside the head". Unfortunately, this pushes many students to the margins of classroom engagement and participation. By analysing students' and pre-service teachers' online discourse, we argue that virtual spaces can facilitate critical dialogue and can act as catalysts for a distributed theory of mind.