Abstract: In this project we will explore the feasibility, technical and pedagogical issues of supplementing course materials through recorded MP3 audio of lectures that students can download and listen (offline) on their portable MP3 players like Apple IPod. With the rapid technological progress made in digital audio capture, online delivery and portable equipment, it is now possible to easily capture the instructor’s audio live during the class and make it available for students to download and listen on their portable players at their convenience. We will consider the technical aspects of deploying a suitable and convenient infrastructure for faculty to manage the capture and uploading the lecture audio, the pedagogical aspects of how to enhance the audio with suitable (audio) cues for students to relate the audio to the printed lecture notes. We will survey both instructors and students to understand the appropriate means of facilitating this process.