For the better part of the last decade, the Army has stared at its navel, stroked its collective chin, and grappled with how to fix itself. Three successive Army Chiefs of Staff (Generals Gordon R. Sullivan, Dennis J. Reimer, and Eric K. Shinseki) have each endeavored to move the Army forward under the rubric of FORCE XXI/EXFOR and now Transformation. Progress has been modest, as the Army has struggled with a myriad of internal and external issues that conspire to delay, if not derail, its quest for rapid deployment, sustainable lethality and strategic relevance.But as the effort to transform the Army continues, concerns over the budget, far-flung deployments, personnel strength, the composition of the interim brigades, and worries by some over the future of the Armor Branch only serve to illustrate what students of military history and some members of the armed forces already understand—that modernization (“reorganization,” “innovation” or “transformation”) is an oft-invoked but ill-understood phrase. Moreover, it is never easy to accomplish. The difficulty arises from a natural resistance on the part of military organizations and the societies they serve to change the way they operate.As Eliot A. Cohen and John Gooch note in Military Misfortunes, militaries have failed on occasion to anticipate, learn and adapt to changes in the nature of warfare. The danger in simply maintaining the status quo, of course, is that failure to change has usually led to defeat on the battlefield. Currently, the U.S. Army faces the daunting task of adjusting its organizational and doctrinal foundations to accept rapid technological change and meet the demands of warfare and near-warfare in the post-Cold War, postmodern Information Age. But Cohen and Gooch simplify and understate the problem significantly for a peacetime military serving a pluralistic, democratic society. To meet the challenge of transforming the Army, senior leaders and other agents of change must break the long tethers that bind the Army to the past and move it forward. To do so, they must not only compel those within the service to alter the way they think about their traditional roles and branch missions, but also win support for their efforts to change the Army from the people and the nation’s political leaders.Some of the external factors that inhibit change include the level of popular and political support given to the military as represented by the nation’s willingness to pay for and employ its armed forces. These are derived from a complex set of interrelated strategic determinants that include geography, threat perception, history, ideology, culture and economics. Further complicating the path to successful change is the uneven  pace of technological advances, which often lead, sometimes follow, and usually confound thinking and hamstring budgets supporting Army modernization.The internal factors affecting the ability of the military to change are equally complex. They include aspects of historical experience, a naturally conservative outlook toward change, an inability to evaluate adequately new ideas, an awareness of the tremendous cost of defeat, and a desire by some within the organization to preserve the status quo for fear of losing either personal or professional power and prestige within the organization. At times, any combination of these factors may prevent meaningful change from occurring in a military organization in time to prepare the force to win the next war or military operation other than war.One of the benefits of the study of history is that it informs contemporary conceptual thought. By analyzing the theoretical structure of military innovation as well as the external and internal factors that affect modernization in the military, this paper offers today’s leaders a historical perspective on the dynamics of transformation and change in military organizations.