Collaboration and adaptation have been becoming more and more important in modern distance education. Building an adaptive learning system with strong collaboration and interaction has becoming the future development direction of modern distance education. In this paper, we proposed an adaptive learning system (ABALS) using the agent technology. In ABALS, we built three agents: student agent, tutor agent and information agent. Moreover, we discussed the working process of ABALS. Later, we talked about the collaboration in ABALS (Limit to the paper length, we didn?t discuss it in detail). In the end, we talked about some future works corresponding to ABALS.