This paper presents results of research on an intensive online graduate level course in Web-based instruction (WBI) delivered via the same medium. The classes, offered concurrently at the University of Memphis and at Georgia State University, provide students with experiences centered around three areas: being a student in an online environment; being a designer and developer of online learning; and being a critic of WBI materials and resources. The results of analysis of the data collected over three semesters of this course are addressed, and findings are discussed in the areas of: synchronous versus asynchronous interaction; the importance of technical prowess; aids and barriers to the establishment of a learning community; and the affective dimensions of WBI. The paper concludes that careful consideration must be made of learners, the environment, and other issues associated with an educational system. Contains 18 references. (AEF)