This presentation will focus on the use of the on-line virtual environment, Second Life, to enhance student engagement. Instructors have been exploring collaboration and the use of student-generated projects to improve learning. In an Industrial/Organizational Psychology class students were challenged to create virtual teams in Second Life. In an American literature class, students had the opportunity to create a collaborative learning environment, specifically “The House of the Seven Gables.” Interdisciplinary groups of business and law students worked in small teams to develop business plans for Second Life enterprises. Finally, a class in Public Health Care Administration participated in a health crisis scenario. Second Life provides a unique venue for both face-to-face and distance learning, but its potential for educational applications is still being explored. This presentation will detail some of the challenges and rewards of working in this environment.