The purpose of this study is to explore learner engagement and motivation related to "Flow" particularly in WBI settings. In the "Flow" state people are absorbed in their activities while irrelevant thoughts and perceptions are screened out. In this article, we attempted to identify some of the critical elements of learner feelings and WBI features which relate to the experience of "Flow." Survey data were collected from 266 Korean cyber-university students and the data were subject to factor analyses and multiple regression to determine the best predictors of "Flow" in WBI environments. As a result, six factors, including G-factor for flow, were found. Based on these findings, a theoretical model for Learner Flow within WBI was proposed.