Imagine if students, thirty miles apart, could collaborate on their own digital textbook. Now image students receive no grades for their work. Imagery, podcasts, text, PowerPoints, hyperlinks and more all created by students and shared with the world. In this presentation we will focus on how we built a 21st century learning environment between two school districts via a living digital textbook. We will explain how to collaborate on a common curriculum that engages and empowers students to collaborate, communicate and disseminate their story of world history using Skype, GoogleDocs and Wikispaces. Our students’ efforts over the past seven years have resulted in the creation of a digital textbook; several years before Apple’s iAuthor. Engaged with curriculum, motivated by a desire to understand the world in which they live and leaving digital footprints worth following.