This project is to design a Web-based distance learning system, where instructors and students can participate fully in distance learning activities while geographically separated from each other. This project is aimed to design and implement a distance learning system and use internet as the delivery mode. This report discusses in detail background research on distance education and different modes of delivery technologies used. It also discusses advantages and disadvantages of distance learning. It also gives tips for successful distance learning and who should opt distance learning, as it is not suited for everyone. This project presents the design and implementation of this new and inexpensive distance learning system. It was developed using HTML, CSS and PHP. It handles three different kinds of users: student, instructor and admin.