The purpose of this study was to describe Markdale High School's change from separate college preparatory and general level classes to heterogeneously-grouped classes in English, mathematics, science, and social studies, with particular emphasis on the principal's leadership style, change process, and teacher concerns (Hall & Hord, 2006) experienced during this effort. The researcher used Hall and Hord's (2006) Concern-Based Adoption Model (CBAM) as a conceptual framework. Specifically, the researcher applied three elements of the CBAM model: (a) the Twelve Principles of Change, (b) the Change Facilitator Styles, and (c) the Stages of Concerns. Hall and Hord's framework served as a lens through which the researcher analyzed all data. The researcher used a mixed-method (qualitative and quantitative) approach to answer the four research questions. The participants completed three instruments: (a) the Stages of Concern Questionnaire (SoCQ), (b) the Principles of Change Survey, and (c) the Facilitator Style Survey. All three instruments were self-report, paper-pencil surveys. The sample included 72 faculty members who experienced the change over the past three years. Findings from the three data sources and the school principal's comments during debriefing are indicated for each research question and reported by unit of analysis. Respective to the research questions, the researcher concluded that: (1) Markdale High School accomplished the change by implementing both structural and instructional changes supporting to the change to heterogeneous grouping; (2) even though teachers had divergent opinions on the school principal's facilitation style, the principal thought of himself as an incrementalist and a practitioner of differentiated facilitation styles; (3) while half of the faculty felt that they received formal training on heterogeneous grouping, (4) half felt that they did not have a choice in the decision-making process as it occurred with college preparatory and general level classes' and (5) even though members of the faculty had strong ideas about how to do things differently, the majority of faculty members from the English, mathematics, and social studies departments at Markdale High School were experiencing management concerns while faculty members from the science departments were experiencing personal concerns as described by Hall and Hord (2006). Finally, conclusions and recommendations for practice and future research are presented for each of the four research questions. [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.]