This research describes characteristics of large-scale organizational change in one mid-sized school district in Alberta, Canada. The period of the case study was from 2007–2011 within a district that was showing signs of significant change in operations. A review of two public large sets of data, coupled with external interest in the work of the district, confirmed that change was occurring of some type and to some degree. An outside researcher conducted interviews with school-based and district leaders to identify what characteristics and actions had been put in place and to describe if they were successful. Research participants identified four characteristics of large-scale change that were impactful: a collaboratively built and universally administered strategic plan, a focus on building individual capacity through a professional learning model, the establishment of collaborative structures to co-create the future, and the fostering of high organizational trust. Participants also identified accountability and communication structures as important. Regardless of whether readers are convinced that the district fundamentally changed its practice, described as second-order change, the characteristics identified by the leaders as impactful for the attempted change are important. At a time when there is growing consensus to modernize antiquated paradigms of public education delivery and structure, these findings can provide a structure of what to do and what to avoid when embarking upon this type of change. Change of this magnitude is not for the faint of heart, especially given that all change characteristics are interdependent and must be initiated at the same time, which is vastly different from 20th century incremental change in education.