The purpose of this research was to examine science teachers instructional experiences when using Clinical Clark, a new curricular module based on 3-D computer animations of biological processes, which was developed by a UGA research team. Six participant teachers instructional activities were observed in their natural teaching environment as the teachers planned for, taught, and reflected on a series of lessons that use the 3-D animation curriculum materials.This study identified the factors teachers considered when planning to teach using the 3-D animation materials. The teachers had many previous and common experiences when teaching students the concept of osmosis. Furthermore, the teachers shared many of their views on the benefits of using technology-based curriculum materials. In the planning process, the teachers views about how science teaching should be conducted were the strongest factor in their decisions about selection of curricular materials. The teachers considered a variety of information about students in planning the use of the curriculum materials. Students engagement also influenced the teachers decisions about choosing new curriculum materials. This study documented how the teachers enact the science instruction in their classes. The findings of the study show that all teachers offloaded responsibility onto the curriculum materials to some extent. Findings showed that this occurred because they had confidence in the content of the material as an inquiry activity including a real life example, and because they were certain that the materials would improve their students knowledge. According to the nature of the teachers overall relationship with the curriculum materials observed in the class session, I have categorized their implementation along a continuum and classified the teachers offloading as Full offloading, Modest offloading, and Minimal offloading in order to describe the degree to which the teachers offloaded the material. Finally, implications of curriculum use for science curriculum developers, science teacher educators, and science teachers are discussed.