The online discussion forum is the main mode of interaction for Web-based learning. Existing online instructional management systems contain primitive discussion tools that do little to facilitate online intera ction and collaborative discourse. This paper proposes the design of a new type of software – the TextWeaver? – to meet these needs. In particular, we illustrate improved design in four areas: reading and composing, message keywording and weaving, material storing and reusing, and working offline. The paper starts with an overview of existing network -based educational systems and discusses software design considerations for networked computers and related pedagogical principles. This is followed by a description of the proposed design of the TextWeaver? and a discussion of its pedagogical implications. We conclude with a discussion of evaluation strategies for the software, future directions for research, and a summary of our conclusions.