This paper describes a new system for panoramic two-way video communication. Digitally combining images from an array of inexpensive video cameras results in a wide-field panoramic camera, from inexpensive off-the-shelf hardware. This system can aid distance learning in several ways, by both presenting a better view of the instructor and teaching materials to the students, and by enabling better audience feedback to the instructor. Because the camera is fixed with respect to the background, simple motion analysis can be used to track objects and people of interest. Electronically selecting a region of this results in a rapidly steerable “virtual camera.” We present system details and a prototype distance-learning scenario using multiple panoramic cameras.