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This paper presents the Technology Acceptance Model (TAM) to examine the adoption of e-learning system in low-income countries, the case of Ethiopia. The research uses a quantitative research approach to examine Ethiopian tertiary level distance students’ determinant factors for the acceptance of e-learning systems. A questionnaire-based survey was conducted to collect data from 255 undergraduate distance learners in a higher education institute in Ethiopia. The data were analyzed using the Structural Equation Modeling (SEM) (Hair et al, 2005) technique to examine the causal model. The results indicated that perceived usefulness and perceived ease of use significantly affected distance learners’ behavioral intent to use e-learning system in low-income countries. This study is perhaps one of the first to use TAM model to examine the adoption of e-learning systems among under-graduate level distance students in Ethiopia. The paper provides initial insights in to factors that are likely to be significant antecedents of planning and implementing e-learning systems to enhance distance learners’ acceptance in low income countries.