As curriculum designers, physical educators are continually challenged with the task of deciding what is important to learn in physical education class. Meeting national and state standards and the needs of students requires continual curriculum renewal. It is this renewal or change process that is the focus of this research. It has been identified that program success is dependent on the participants' willingness to spend time and energy to create and implement change. This inquiry examines the challenges of one teacher as she perseveres at changing her instructional style and strategies in order to implement two curriculum models that were self-chosen as curricular frameworks. The following convictions guided this study. 1) Change us not something you do to people, but is something they must do for themselves. 2) Bottom-up change strategies initiated by the teacher are especially effective because they are designed by the teacher for her/his particular situation and need. 3) Empowering the teacher to make changes enables the teacher to persevere in the quest to implement the desired changes in her/his curriculum. Investigation for this inquiry required the use of the enthnographic techniques of participant observation, interviewing, the taking of fieldnotes, and journal writing. The informant/physical educator (source of the information) was self-chosen. She asked for the assistance of this researcher in the implementation of her newly developed curricula. Data was collected through weekly observations, interviewing and journal writing. Weekly three-hour visits took place for one year. Observations and interviews took place at the teaching sites. Observations and interviews were accompanied by the taking of fieldnotes. Fieldnotes were analyzed for themes to explain the complexities, challenges and triumphs - the real life experiences that accompany making the instructional changes necessary for implementing new curricula. In both teaching situations, the curricula originally designed was changed during its implementation. Several factors contributed to this decision. The elementary students could only adapt to a few changes without becoming confused. High school students resisted change in any form. The informant/physical educator needed time to absorb and contemplate the reactions and needs of the students. Keyword(s): curriculum development, professional development, student issues