This case study examined dialog in two-way video classroom, the influence of instructional strategies on that dialog, and participant perceptions of the experience. Analysis of coded observational data, field notes, and interviews with students and instructors provided insights about the distance learning environment. Using a model of transactional relationships, the classroom interactions were grouped into the following categories: (a) classroom management, (b) instructional strategy, and (c) socio-emotional. Results showed that interactions were highest during classes which were organized as discussion sessions with specific guidelines for the content and the nature of questions on which the dialog would focus. Factors that increased interactions and facilitated more in-depth processing of course content included questioning that required learners to synthesize and draw conclusions, strong socio-emotional support, visual references displayed via the document camera, and mentoring and modeling provided by the remote site mediator.