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Users in the developing-world are typically forced to access the Internet at a fraction of the speed achievable by a standard v.90 modem. In this paper we present an architecture to enable offline access to the Internet at the maximum possible speed achievable by a standard modem. Our proposed architecture provides a mechanism for multiplexing the scarce and expensive international Internet bandwidth over higher bandwidth p2p dialup connections within a developing country. Our system combines a number of architectural components, such as incentive-driven p2p data transfer, intelligent connection interleaving and content-prefetching. This paper presents a detailed design, implementation and evaluation of our dialup p2p data transfer architecture inspired by Bittorrent.