Challenges confronting those who seek to bring about change within large organizations include the need to engage with the values and beliefs held by those involved. In universities with academic cultures that have traditionally lauded and rewarded disciplinary research, attempts to enhance the status and effectivenessof teaching and learning practices must take account of the ongoing power of the research culture. In Australia and elsewhere, prestigious research-extensive1 universities are now seriously committed to improving the educational experience of student learners from their first year on campus. The focus on teaching and learning is buttressed by another aspect of cultural change – one which values the scholarship of teaching alongside traditional disciplinary research. To the need to re-emphasize teaching, and the need to value that teaching as a scholarly, research-based activity is added a third dimension of change – a focus on the student rather than the teacher. This paper will utilize Fullan's (1991) model for educational change in outlining strategies for change within a large research-extensive university in Australia. While it is too early to ascertain whether those strategies have effectively enhanced student learning, indications are that the strategies have had an impact on the beliefs, behaviour and teaching practice of academic staff. It is suggested that the culture of a university can and will shift given the right conditions for institutional change.