The way in which the University of South Florida (USF) developed its Open University is discussed in this report. Implemented in 1972, the Open University meets the needs of working students, many of whom live a considerable distance from one of the campuses. Annual enrollment today exceeds 7,000, and the pattern of growth indicates a need for programs that can deliver courses to students at home or in the work place instead of requiring attendance in a traditional on-campus class. The USF experience shows that distance learning procedures can provide an effective alternative to traditional forms of instruction in terms of student satisfaction, content mastery, and cost effectiveness. Delivery systems include print materials, television and radio programs, audio and video tapes, computers, and video disks. Recommendations for institutions planning to implement such a program include the following: acquire or produce courses that effectively make use of a variety of media; supply plenty of carefully prepared print materials; have carefully structured workbooks that require students to perform activities based on their viewing and reading; maintain office hours for students to visit professors; and establish study groups. (SM)