Previous Online Learning (OL) studies have provided significant insights into why students would adopt or use OL but far less attention has been directed towards understanding why they would reject or resist continuing to use OL. The capability of OL to simulate the learning process to be equivalent to classroom learning remains an unresolved theoretical and pragmatic conundrum. This study is conducted to investigate the factors that affect students' resistance to continue using OL and proposes a novel model based on the Process Virtualization Theory (PVT). The PVT investigates the amenability or the resistance of a process to be migrated from the physical to the virtual environment and can predict whether a process is conducive to or resistive to being carried out virtually. The study model was validated using structural equation modeling against data obtained from 563 undergraduate students through an online survey. The results revealed that sensory requirements, relationship requirements, synchronism requirements, and monitoring capability significantly increase students' resistance to continue use OL. A significant negative impact of representation capability on students' resistance to using OL was found while reach capability impact was insignificant. The significant factors collectively explain 71.6 % of the variance in students' resistance. The study is among the first that concentrates on students' resistance, in which it defies the predominant focus on students' adoption or use in OL literature. The practically application of PVT contributes to enrich both academics and practitioners insights into a novel set of factors that affect students' resistance that are rarely considered in the context of OL, particularly during the later stages of OL implementation.