This white paper describes an integral approach to thinking about holistic organizational change that Bud Phillips and I worked on for some years. It draws on our own work in organizational transformation, both individually and together (at Capital One), while also integrating the work of Ken Wilber, Robert Kegan, Otto Laske, Chris Argyris and Clayton Christiansen. This paper is based on notes created during preparation for a mini-workshop given at Agile2009 and for a 1-day workshop, hosted by the Boston Agile Bazaar, February 2010.