The Office of Indian Education (OIE) is a classic example of what happens when a new element or force is introduced in a bureaucratic structure and attempts to propose and implement change in the behavior of individuals in the organization. OIE was administered and functioned from the beginning in a loose and non-directive manner, and within the U.S. Office of Education (USOE) (before the Department of Education), OIE operated as a step-child. OIE continually received high visibility and high interest from internal bureaucrats, yet received low priority when resources were allocated. Procedures, formats, and directions changed in midstream. At times USOE/ED policy was unclear and confusing to implement. Key OIE personnel functioned in so many acting capacities that they were taxed to the limit. New leadership (Dr. Gipp) advocated and practiced the concepts of quality, responsiveness, program improvement, accountability, effective management, and change and then consistency, but the total resource capacity of OIE was so committed that the scope for new initiatives (change) was zero or even negative. Although management instituted changes to address program improvement, educational specialists became so involved with grant maintenance and compliance issues that no time was left for real educational assistance. OIE did, however, accomplish its major objectives. Seven recommendations conclude the paper. (BRR)