WHEN INITIATING TOTAL QUALITY PROCESSES, MANAGERS MUST BE MINDFUL THAT PEOPLE ARE RECEPTIVE TO THE GOALS, OR BENEFITS, OF TOTAL QUALITY, BUT RESISTANT TO CHANGING THEIR BEHAVIOR TO ACHIEVE THE GOALS. THIS PAPER REVIEWS THE FIVE STAGES OF INNOVATION THROUGH WHICH A TOTAL QUALITY EFFORT OR ANY CHANGE, PROCEEDS. THE CAUSES OF RESISTANCE AT EACH STAGE ARE PRESENTED AND GUIDELINES FOR REDUCING RESISTANCE ARE DISCUSSED. ONE MAJOR PREMISE OF THIS PAPER IS THAT RESISTANCE IS A NATURAL FACTOR IN ALL CHANGE EFFORTS. IT MUST BE MANAGED. ANOTHER MAJOR PREMISE IS THAT MOST PROGRAMS FAIL BECAUSE OF A FAILURE TO MANAGE THE CHANGE PROCESS.