The uptake of CAA in UK higher education (HE) on a large scale lags behind the expectations of CAA specialists. A research project was undertaken with the aim of discovering and addressing the underlying reasons for this. The research was conducted according to Strauss and Corbin's (1998) prescription for grounded theory (GT) research. During three years a 200,000 word dataset was compiled from a national survey by questionnaire and interview with tutors, learning technologists, managers and QA staff. This article describes a dual-path theory of CAA uptake that emerged from an analysis of the dataset, as given by Warburton in 2006. Tutors' motivations and perceptions of risk were found to influence the way they use CAA and this is significant in credit-bearing applications where poor outcomes have long lasting effects on uptake. Institutions can benefit from using project risk management techniques to manage these risks. Ways in which this dual-path theory might be used to understand and improve CAA uptake are proposed. (Contains 6 figures.)