In this paper, we describe Cloud computing into an E-learning system as its infrastructure to build a sustainable and flourishing E-learning. This allows for some crucial and amusing features: i) to track the situation of resource configuration and utilization in real time, allocate resources on demand, and make full use of resources, ii) to allow workloads to recover from unavoidable hardware/software faults, iii) to promote the evolvement or extinction of learning species, including learning contents, services, and applications and goes on to describe the traditional E-learning and will provide a framework for E-learning cloud.