The MANIC project in the Department of Computer Science at the University of Massachusetts is aimed towards facilitating individualized asynchronous distance learning. We take advantage of current technology, such as the World Wide Web and high-speed networks, to present a rich combination of text, graphics, and sound. We use student modeling to aid in the presentation of the material, including individualizing the instruction for each student and reducing the delays by predicting what the student will see next. In this paper, we present the initial work on the MANIC system and discuss the future possibilities and research.