The ever-increasing pace of workplace change is well documented in the literature, yet little is known about how an individual adapts to significant change in the workplace. Continuous learning is key to successful adaptation; however, are employees' adaptation to change influenced by their approaches to learning? The purpose of this study was to understand how employees learn to interpret, make sense of, and respond to significant workplace change. (Examples of significant change include downsizing, mergers, divestitures, acquisitions, and joint ventures.) This study utilized a grounded theoretical approach characterized by inductive fieldwork. The study participants were 14 middle managers who retained employment in the same company for a minimum of six months following the initiation of a significant change in that company. The constant comparative method was used to develop categories from the transcriptions of in-depth interviews via open, axial, and selective coding. Findings were verified through triangulation, peer debrief, and member checks. The findings have been assimilated into a model (change influencers model, or CIM) which depicts the interaction of key components to significant workplace change. At the center of change are the individual's unique experiences, characteristics, reflection, and learning. Within the sensemaking process, the individual must identify and decode a number of factors that affects all aspects of the change process, including organizational politics. The role of organizational politics in successful adaptation to significant workplace change is explored as a key finding. The ability to accurately read the organizational environment, interpret change cues correctly, and resolve conflicts affecting organizational position and job scope are important aspects of political skill necessary to survivorship of workplace change. Yet, organizations do not formally teach political skill to their employees. From an adult education practitioner perspective, an important next step is to identify key components of political skill and to integrate those components into a comprehensive training program. Future research should explore the relevance of the CIM to other populations and other change contexts, including diverse geographic locations. Suggestions for further study include examining the CIM and its relationships with change management, learning organization, sensemaking, and organizational politics. [The dissertation citations contained here are published with the permission of ProQuest LLC. Further reproduction is prohibited without permission. Copies of dissertations may be obtained by Telephone (800) 1-800-521-0600. Web page: http://www.proquest.com/en-US/products/dissertations/individuals.shtml.]