In 1999, the University of Arkansas for Medical Sciences College of Nursing received a 5-year grant from the U.S. Health Resources and Service Administration to provide online baccalaureate completion courses for RNs (Registered Nurses). At the completion of the first year, all six theory courses were offered online. Clinical courses are offered at Arkansas Health Education Centers throughout the state to accommodate distant students. Various methods are used for evaluation of clinical experiences. Principles of adult education are emphasized and implemented in all courses. This curriculum is designed to sharpen nurses' critical thinking, provide the conceptual and theoretical basis for professional decision-making, introduce nursing research, and build a foundation for community health nursing. Meetings are held monthly for faculty teaching online to discuss how to manage the electronic classroom. Ongoing, extensive evaluations are a constant thread. Student evaluations have been very positive. (Author/MES)