The objective of this proposal is to develop a cloud real time video interactive system with mechanisms of digital game-based learning and flipped classroom. The principal investigator has numerous experiences on developing digital game-based learning systems for many years to achieve interactive context for game-based learning modes, and to further enhance learners’ learning motivation and learning effectiveness. The main product of the cooperative Taiwan Mobile Co., Ltd. is an intelligent automatic course recorded and broadcast system which enables real time branch of storage in teachers’ videos or audio records, course information, data from other digital devices, and it enables live course content broadcasting through the Internet as well. The system can not only advance an enterprise’s education and training, but also be adapted to flipped learning at school. Learners can take self-learning progress before the class, teachers can manage questions, answers, and discussions with respect to learning effectiveness in class, and then learners can do the reviews by logging in the system after class. The system can automatically compress and converse files as well as video encoding, to take the place of the video conversion by hand to save time. As a result, teachers can have more time and focus to prepare digital contents for teaching and learning. Furthermore, the system also provide convenient back-end management to assist video organization, customize teacher recording requirement, analyze leaners’ online learning information, examine self-learning effectiveness, and to support the flipped learning advancement. Through the expertise and experience of the principal investigator on digital game-based learning system development, the cooperative enterprise’s intelligent automatic course recorded and broadcast system would be integrated with digital game-based learning components to enrich fun learning as well as learning motivation. To this end, teachers can utilize multi game-based learning contexts to timely guide leaners’ misconceptions and know well about learners’ learning progresses by real time video interaction and diagnosis mechanisms. Furthermore, it can offer counselling depending on learning state of an individual learner to improve learners’ learning effectiveness during flipped learning development. This proposal aims to enhance learning motivation and learning effectiveness regarding a digital game-based learning system with an integration of an intelligent automatic course recorded and broadcast system to put into practice of flipped learning. Correspondingly, it can boost the cooperative enterprise’s industry competition and offer internship for the cooperative university to achieve win-win situation of industry-academia collaboration.