Faculty development efforts have had varying success in changing the culture of a department or institution. In this paper, we describe a faculty development program using a residents as teachers (RATS) curriculum that we believe effected educational change in a department with a history of suboptimal student evaluations on the clerkship and an overall poor reputation educationally in the medical center. We link the implementation of the RATS program with changes in teaching quality and improvement in the learning climate. We hypothesize how this impact occurred using Kotter's change management theory and propose that this RATS model is generalizable to other programs using the same or similar approach.