  We consider structure formation in a nonlocal, metric-based realization of
Milgrom's MOdified Newtonian Dynamics (MOND). We derive the general equations
for linearized scalar perturbations about the $\Lambda$CDM expansion history.
These equations are considerably simplified for sub-horizon modes, and it
becomes obvious (in this model) that the MOND enhancement is not sufficient to
allow ordinary matter to drive structure formation. We discuss ways in which
the model might be changed to correct the problem.
