The Internet has become a major resource for teaching and learning. Educators are innovating methods and strategies to integrate Internet technology effectively into instruction to meet their various needs. Providing learning models and facilitations online for a graduate computer literacy class was a new innovation, and generated interesting issues and insights. Students were impacted by the benefits and effectiveness of this new model. This article uses qualitative action research to explore a new model, or a new approach, to integrating Internet technology into instruction: the Online Top-Down Modeling Model (OTMM). This model combined external online instructional resources and internal online instructional resources to set up models and provide learning resources for classroom instruction. This research yielded overall positive responses from the participants about learning under the OTMM. The students' attitudes toward integrating Internet resources positively changed, and their confidence in integrating Internet technology into instruction increased. Ultimately, the class itself became a model for the class participants in how to effectively integrate Internet technology for instruction. (Contains 2 figures and 5 tables.)