With innovations in technology, adult educators can begin to create learning opportunities in very expansive terms. But, innovative, technologically advanced learning environments still benefit from a solid foundation in adult learning theory, instrumental theories like John B. Watson's Behaviorism, Lev Vygotsky's Social Development Theory, Jack Mezirow's Critical Reflection and John M. Dirkx's Nurturing Soul in Adult Learning. These theories should serve as the foundation for an enriched online learning experience. The following paper will discuss and demonstrate how to build an innovative online course that has a significant foundation in key adult learning theories. Specifically illustrating what Behaviorism, Social Development Theory, Critical Reflection and Nurturing the Soul looks like in the online classroom and how to merge established learning knowledge with advancing technology so adult educators can implement a broad vision of opportunity.