This study attempts to find out the challenges students' face in learning English as a foreign language when using E-learning system at University of Bisha. It also investigates whether using E-learning is beneficial to EFL students in their learning English to the degree anticipated. There are many challenges face both teachers and students during use E-learning. These challenges include academic, technological; and administrative challenges. The study sample included 36 teaching staff and 261 EFL students at University of Bisha - English department. To collect data required, the researcher developed questionnaires that consist of three domains for both teaching staff and students separately. The study results show that there are no significant differences between EFL students (males and females) of E-learning activities. Therefore, it argued that all domains of teaching staff and students' challenges could not predict academic achievement. The findings reveal that some factors such as academic, administrative, and technical challenges regarding E-learning were the main challenges of E-learning at University of Bisha. The results also show that students aware of the benefits of using E-learning. They perceive themselves as having a highly positive attitude towards E-learning in English. However, the main advantage can be used anywhere, anytime, and the E-learning system can adapt to the aims of improving communication and enriching students' learning experiences.