Massive Open Online Courses (MOOCs) are university-led, distance-learning courses that are freely available to the general population via the internet. The introduction of MOOCs around a decade ago generated considerable excitement and expectation, with the potential for free access, unlimited participation and low running costs promising to extend a university’s educational activities beyond its bricks and mortar. The Physiological Society recently decided to develop a MOOC aimed generally at raising the profile of physiology and specifically at supporting the progression of students into physiology and related disciplines at University. Following a competitive tender process, the University of Liverpool was selected as the content provider, with the course hosted online by FutureLearn, one of the leading MOOC platforms. The MOOC content was developed during 2016-17 and focused on three core topics in physiology, the heart and circulatory system, the respiratory system and the nervous system, delivered sequentially over the three weeks of the course. Opportunities to explore these topics were provided through video content, interactive discussion boards, collection and analysis of physiological data and quizzes. The resultant MOOC is entitled ‘Physiology: The Science of Life’ and, to date, the course has run twice (Autumn 1017 and Spring 2018). A total of 11,328 participants have enrolled on the MOOC and course participants demonstrated a wide geographical spread of 143 countries, with 44% from UK. This uptake profile indicates that the MOOC has been successful in highlighting the discipline of physiology across the globe. The course was aimed primarily at 16-18 year olds considering their next step into higher education, but was open to people of all ages and educational backgrounds. Of those who provided details of their age in the first run of the MOOC (n=835), there was a relatively even distribution across age brackets, with only 22% aged 25 or under. Furthermore only 14% were full-time students and 40% already had a BSc degree or higher qualification in Biology or a related subject. The participant demographics were similar for the second run of the MOOC. These data suggest that although the course was successful in attracting learners, the target audience did not engage preferentially with this learning opportunity; however, potential alternative audiences were revealed. This talk will address the benefits and limitations of using a Physiology MOOC to support transition to university study, and consider the broader impact of the MOOC in promoting the discipline of physiology.