This paper reports on initial findings from a research study of factors that enable and constrain faculty participation in online teaching and learning environments. It is noted that demand for higher education continues to grow in the United States. It is argued that the nature of the higher education student population will likely continue to transform towards a non-traditional profile. These two trends drive an increased demand for alternative routes to a college degree and have fueled dramatic growth in online learning recently. The study identifies faculty acceptance of online teaching as a critical component for future growth to meet this demand and ensure quality. Through analysis of data from 386 faculty teaching online in 36 colleges in a large state university system, the most significant factors that support and undermine motivation to teach online are identified. The top motivator is a more flexible work schedule. The top demotivator is inadequate compensation for perceived greater work than for traditionally delivered courses, especially for online course development, revision, and teaching. However, respondents in this study chose to teach online for a wide variety of reasons many of which were associated with demographic and contextual differences. These distinctions are reviewed in light of their implications for future quality of online education. Additionally, through factor analysis, underlying constructs for online faculty motivations are identified. Finally, recommendations are made for policy, practice, faculty development and future research.