The administration of the University of Central Florida (UCF) has found a top-down formula that encourages the faculty to design, develop, and deliver World Wide Web-based academic courses. This paper describes the development of the program, including the growth of UCF, UCF student profiles, the UCF budget model, development of a distributed learning plan (i.e., the creation of the Center for Distributed Learning and the Course Development and Web Services office), and growth and current operations. The experiences and opinions of the author as he went through the processes of initial training, development, coding, and delivery of a Web course are then presented, including incentives, resources, rewards, faculty training, instructional design and coding, Web course delivery, and grading. Student perceptions and areas for improvement are also addressed. (Contains 15 references.) (MES)