Growing numbers of historically Black colleges and universities (HBCUs) are entering the arena of online distance education. Some are seeking to grow large-scale programs that can compete for market share with historically White institutions and for-profit schools. This theoretical essay develops a composite model to assist HBCU administrators in their planning and implementation of e-learning ventures. The model addresses two existential questions: What potential costs to their core distinctiveness might America's HBCUs face if they pursue online distance education initiatives, especially if their ultimate goal is to imitate the large-scale digital presence of competing non-HBCUs? How might these potential costs impact the Black American students that HBCUs typically recruit and enroll? This essay concludes with implications for how decision makers can build cost-resistant online distance education courses and programs. It is hoped that this original conceptual work will contribute to innovations of research and practice in this new field.