As an insider-action research project, there are really two projects at work in this study (Coghlan & Brannick, 2010)--the core project and the dissertation project. The aim of the core project is to promote organizational change for my organization, the Women's Center, by facilitating the first iteration of a participatory evaluation with our partners, the department of Women, Gender and Sexuality Studies. The dissertation project aims to contribute to the counseling field by demonstrating the usefulness of an Ecological Counseling Perspective (EP) as a theoretical framework and action research as a methodology in promoting social justice. In order to facilitate a deep contextual analysis, the study focuses on one particular university, the University of Cincinnati, and examines the interrelationships of individuals, organizations, and the institution in making meaning of our specific institutional location in our efforts to create change. Data were collected from my research journal, one-on-one interviews with staff and faculty, and a group reflection. To guide the data analysis, I used grounded theory and draw on the notion of "third space" to make sense of our paradoxical location--situated within the very system we (and here, I mean professional feminists, action researchers, and social justice counselors) seek to change. Using an EP framework, I demonstrate how this third space occupation plays out on individual, organizational, and collective levels and explore the unique implications of this process for our organizations and institution. Data suggest that in our third space location, we are both resistant to and complicit in perpetuating institutional status quo. I argue that all change agents necessarily occupy third space and that to be effective and strategic, this third space occupation must be continuously recognized and activated. This holds true for individual change agents, organizations, and collectives/communities. Promising strategies are suggested for how to engage in such awareness and activation. [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.]