Technologies for learning environments are a vital and growing market for software development and utilization. A team of designers and developers created a Web-based intelligent tutoring system to teach a reading comprehension strategy for elementary and middle school students. Our approach to designing ITSS. combined the waterfall method of technology design with prescriptions for creating cognitive tutors. This article reports on each phase of the process: analysis, design, development, and implementation of the system and the challenges and solutions at each stage.