The demand for health care educational programmes by open and distance learning has increased over recent years. There are a number of reasons for this and dominant among these are the economic and organisational reforms, within the health care sector, that have resulted in fundamental changes to health care management and professional practice. These changes have led to demands, from both NHS and private health care providers, for an ever more adaptable workforce requiring an increasingly flexible form of education. This thesis tells the story of one health care education institution's response to these demands; the implementation of open and distance learning on an institute wide basis. The study followed a qualitative methodology and used a case study strategy within which data were collected by semi-structured/open-ended interviews, participant observation and documentary analysis. The participants were drawn from members of the institution who were involved in the innovation and included policy makers, academic managers, teachers and administrators. The focus of the study was the experience of change as it was happening. This was achieved by adopting the concept of lenses through which to view the innovation thereby gaining different perspectives, or pictures, of the change as it progressed. The lenses were, collaboration, structure, change of practice and sub-cultures. The study produced four principal conclusions: The first is that the implementation of open and distance learning requires new patterns of working that are essentially collaborative. The second is related to the first and contends that open and distance learning requires an integrated closely coupled structure to meet learner needs. The third is that open and distance learning requires changes to individual practices that are consonant with a holistic, learner centred, service orientated approach to teaching and learning. The fourth conclusion is that sub-cultural effects on this kind of innovation can be mediated by working with the dominant culture and not by attempting to change it.