This paper reports on the Palm Beach County Water Utility's ongoing attempt to handle change by developing the ability for organizational self-renewal, that is to become a "learning organization." Self- renewal means the organization can 1) can predict coming trends; 2) develop employee skills and information resources; and 3) change the way it does business to meet new challenges. The effort for self- renewal focused on fundamental change at the level of the organization's culture. The effort consisted of a formal analysis of the utility's culture and a series of actions based on both the formal data and information generated from the actions themselves. Strategies to effect change included conflict resolution meetings, problem-focused meetings, structured conversations, implementation of a quality circle total quality management program, training, internal customer analysis, career paths, personnel actions, and organizational restructuring. A table lists each strategy and its purpose. The authors conclude with seven key points they have learned from the effort.