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Originates from a management development programme which was run for a statutory water authority over a period of two‐and‐a‐half years,which sought to facilitate a change in management style away from a directing and controlling paradigm towards a supportive and trust‐based paradigm. A significant requirement of the programme, as specified by senior management, was the empowerment of middle management. However,the implications of this were not fully appreciated by senior management until late in the programme when issues of control came back into prominence. Eventually, the programme was curtailed and middle managers were consequently disillusioned rather than empowered. Offers insights into the nature of the dynamics of the change process and draws attention to the phenomenon of senior management resistance to change. Suggests, however, a more pervasive ambivalence in change management in general and “empowerment” in particular. This has significant implications for the regulation and limitation of learning.

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