Delivering course content to students in rural Alaska has historically been problematic. This paper will discuss the development of a web-based course designed for licensed teachers in rural Alaska. The graduate course was offered fall of 2000 by the University of Alaska Fairbanks’ Center for Distance Education. As recently as two years ago, the primary means of teaching a distance education course at the university was by correspondence or by audio conferencing. The objective of the new course was to provide professional development to practicing classroom teachers in rural Alaska schools. The academic focus was on the integration of technology into the content areas of mathematics, science, social studies, and language arts. Two University of Alaska Fairbanks education professors co-taught the course-using Blackboard, the university’s web-based, instructional program. The researchers concluded that adding a visual component in a web-based format, in addition to real-time interaction with the instructor can greatly enhance the delivery and effectiveness of distance education courses. For licensed teachers taking the web-based course in fall of 2000, this was the first time that they had used so many technologies while taking a distance education course. In a post survey given by their teachers, they uniformly reported a positive learning experience.