This article describes a developmental math course design that uses flipped instruction and self-paced learning. The design was created and taught at Metropolitan State University, where most students are returning adult students with little preparation in mathematics. The author argues that this design suits the students well: the learning outcome is better than traditional classes and student satisfaction is high. This article contains three parts: a description of the procedures of the course, learning outcomes with comparison to traditional classes, and analysis and outlooks for future development.