The aim of this study is to determine the relationship between variables affecting learning effect and flow experience on an e-Learning English program. There are 4 independent variables; English thinking structure, self-efficacy in English and flow. The results are as follows: Firstly, there is statistically significant positive correlation between each variable of English thinking structure, pre English skill, self-efficacy in English, flow and learning effect. Secondly, it appeared that flow was affected by all three variables of English thinking structure, pre-English skill and self-efficacy in English. Also flow experience affected learning improvement. Finally, it is verified that there is a mediating effect of flow experience on the relation of self-efficacy in English and learning effect.