Organizational renewal requires that a firm’s top managers make timely adjustments in their mental models following significant changes in the environment. Our initial propositions about the difference between renewal and decline focused on whether similar organizations in similar contexts differ in their ability to recognize signi&ant changes in their environments. Analysis of longitudinal data from a matched pair of U.S. railroads suggested, however, that renewal hinges not so much on noticing new conditions, but on being able to link environmental change to corporate strategy and to modify that linkage over time. In the successful company we studied organizational renewal is a continuous process of first and second order changes in cognitive maps