In 1999, a most significant policy initiative took place when the Chinese government expanded higher education dramatically. A new national project called the Modern Distance Education Project was launched with the objective of making full use of Information Technology to extend China's limited educational resources to reach its vast population. The core of this project is Web-based distance education. By examining the implementation process of Web-based distance education programs in Zhongshan University, various issues, that remain unanswered regarding the development of distance education in a developing country with the largest population, will be explored. Zhongshan University is a prestigious Chinese university with a strong national and international reputation. It is also one of the first universities granted by the Ministry of Education (MOE) to promote web-based education within the MDEP. This case study will use a combination of document analysis and interviews to explore the implementation process of Web-based Distance Education Programs in Zhongshan University during a time of transformational change in higher education institutions in China.