Many school systems today find themselves in amazingly complex and puzzling environments. They are increasingly expected to turn direction quickly in response to changes in their environments, but they cannot change direction because they are bound by the arthritic bureaucratic designs of their systems, by old mental models of hierarchical power and control or by their inadequate knowledge of how to change direction. Combine this observation with the fact that whole-district change is never a straight shot forward to the future. Whole-district change always follows a river-like path to the future. This article contains a summary of eight key principles that the author thinks should underlie any effort to transform an entire school system into a high-performing organization of learners.