This collaborative paper, created online by Ph.D students in a three-year cohort learning program at the California Institute of Integral Studies, explores the development and felt experience of distance learning. The purpose is to give a sense of how it feels to learn online and to describe the essence of learning. Results of this collaborative inquiry are discussed in terms of the development of non-traditional online learning, notable learning differences between non-traditional schools and online non-traditional schools, the influence of support on how online communities learn, the medium of electronic learning, and the medium as a theme within the authors' inquiry group. Poems and reflections are included as part of the discussion on the qualitative aspects of online learning. (Contains 20 references.) (AEF)