This article reports on a 3-year longitudinal case study of a school-based project designed to restructure and reculture the school's teaching and learning environment. Using a participatory action research framework, groups of teachers from the school worked together to develop a community of inquiry focusing on core teaching values, student learning, professional growth, teamwork, and teacher-leadership (Wallace & Taylor, 1999). This article examines the problematic nature of such a strategy for school change through a description and analysis of the dilemmas faced by the school as it engaged with the reform project.