OERs are a great way to lower the costs of a college education for twenty-first century students, but are they enough to engage students in the material and promote learning? In this presentation, participants in a pilot at Dalton State College share how they have created an adaptive learning tool with an OER solution and will present on their experience (so far). The team will discuss the science behind adaptive learning, the process of authoring the learning objectives and probes, the potential benefits to students and faculty, how it is setting up the OER materials for future revisions and finally, the initial reaction of students using the adaptive product.