This article considers the creation of online materials and a set of online processes for language teacher education at a distance in challenging contexts. The tool we used to mediate the processes was Skype. We used a Cultural Historical Activity Theory (CHAT) analysis to show how our activity system "expanded" as the materials and online processes were created and modified as they were used with groups of teacher educators in Pakistan. It shows how the "secondary contradictions" that emerged while we developed the materials and processes were managed developmentally as the project progressed. The article also shows how the project took account of the cultural-history of videoconferencing in similar projects elsewhere, while not ignoring the specific sociocultural conditions that existed in Pakistan at the time. The project outcome was a shared object that might be made use of in other contexts as the basis for the provision of similar teacher development courses in a range of differing settings.