Abstract: This study presented a Distance Learning System that can improve the performance of the distance learners and also diminish the distance between distance learners virtually. We have proposed a framework for designing an Web based distance learning system with Adaptive Testing Module which can give more benefit over traditional systems and is far applicable for broadcasting knowledge. Present system provides a virtual environment, where students can get much feedback than traditional distance learning processes. Here in this study we have emphasized in collaborative teaching, mutual learning, virtual sessionl classes and adaptive evaulation system for Distance Learning. We have also considered the implementation issues and its limitations.