Abstract: Traditionally, much institutional self-paced distance learning has been a largely individual activity, offering limited opportunities for teacher-student interaction and almost none for student-student interaction. This is because, when students are all learning different things at different times, unless enrolment is extremely high, it is difficult to engage in any form of meaningful social learning. This paper reports on a self-paced course at Athabasca University that is designed to provide both the freedom of self-paced learning and the pedagogical benefits of social learning. At the same time the approach deals effectively with issues of plagiarism and the different needs, skills and interests of diverse learners.