Presented by Victoria Lynn Walker at the UNC Teaching and Learning with Technology Conference, March 14, 2008. Victoria discussed the process and pedagogical lessons learned from using the 3D virtual-world environment Second Life in online courses in a blended graduate degree program in counseling. Victoria was involved in developing the virtual-world learning environment, integrating its use in counseling courses in a blended master’s program, and is currently completing research on using virtual environments in higher education. The objective was to present a study of using a 3D virtual-world learning environment in online courses with a cohort of students in a blended graduate degree program. Using the results of student weekly reflections, surveys, course evaluations, and interviews, the presenter discussed the implications, and offer practical suggestions for using virtual-world learning environments in blended and online courses.