e-Learning system is a required solution in education at this globalization era. The existence of e-Learning with information tecnology support bring the transformation from conventional education process into digital form both content and system perspective. However recently e-Learning industry is experiencing of crisis causing to failure and lack of e-Learning implementation in various sector in the world. Failure is especially caused by limited number of user and the lack of motivation to finish e-Learning. This paper give solution by developing e-Learning system based of comunity motivation model which able to implementation of e-Learning system. Model is developed based on the theory of learning motivation and requirement capturing from the requirement engineering s field. The indicators used to measure the model effecttiveness are hit and visit statistics traffic rangking comparison with other similar e-Learning system and the relation between concepts in model. Comunity motivation model have been implemented in web based public e-Learning systems (IlmuKomputer. Com) with the significant results appeared.