This research presents a qualitative study of the difficulties encountered in the adoption of B2B (business-to- business) electronic commerce. It is concerned with an initiative that was intended to help SMEs (small- and medium-sized enterprises) in Singapore adopt an Internet-based electronic marketplace. Drawing on the theory of technological frames, the study traces the case over 13 months and analyzes the early adoption problem in three time periods. Consideration is given to why the technology provider failed to gain the commitment of adopters even though all of the favorable conditions were present. Inductively, the results indicate four key issues that explain the adoption difficulties: lack of familiarity (with B2B e-commerce), risk aversion, lack of trust (among trading partners), and incongruent cultural practice. The results suggest that unless the technology fears of adopters are acknowledged, the technologistís well-intended programs may be met by adoptersí negative responses and may lead to the failure of IOS (inter-organizational systems) adoption. The proposed conceptual basis has implications for both research and practice as enterprises are rapidly venturing into the evolving forms of B2B e-commerce in Asia.