This paper is about a case of KT&G HRD Institute which keeps up its innovative changes to improve employee\'s competencies through the adult education for the last three years. We classified our HRD Institute\'s development as four stages which are absence of HRD, outsourcing, customized, and performance oriented HRD. For improving our developmental stage from absence of HRD to performance oriented HRD, we benchmarked, had job rotations, set up task force teams, and managed a learning organization. While we were propelling our organizational changes, we had to resolve a problem, separation of two groups of employees that one group supports the changes and the other refuses it. As the organization changed faster, we had to manage the change-resistance group with a learning organization and several task force teams so that they could catch up the changing pace. Nevertheless, CEO\'s
strong intention and unlimited support to the \'Change & Innovation Team\' are the most important factors for the innovative changes in the organization.