When school personnel are confronted with initiatives that require changes in scholastic curricula, processes, programs, or structures, there is often a naturally occurring defensiveness against, instead of an open embrace of, new educational innovations (Hall & Hord, 2006). This article examines a whole-school reform initiative, specifically following a school reform committee's affective responses to a mandated reform presented by the district superintendent. The authors examine the superintendent's initial mandate for reform, its misalignment with prominent theories of school change, the resulting affective roadblocks in the reform process, and the actions taken to clear the roadblocks and salvage the reform initiative. Their analysis and interpretation of the reform committee's anxieties, thoughts, failures, and forward progressions further support Fuller's (1969) concerns theory. Implications center on the convergence of the data with Fuller's theory and the importance of considering the affective dimensions of school personnel when initiating school reform endeavors. It is this depiction of Fuller's theory in direct praxis that offers school leadership personnel a glimpse into more effectively fostering school reform efforts.