Paradigms metamorphose when they develop a new frame of reference. Two examples of paradigmatic metamorphosis are examined that together can be argued to formulate an evolutionary approach to managerial cybernetics. Organization Development (OD) is a well-established soft methodology used extensively to engineer cultural change in organizations. OD can be set within Viable Systems Theory (VST), itself a conceptual development of the managerial cybernetic theory that underlies the Viable Systems Model (VSM). To illustrate this, a frame of reference is created that looks at systemic transformational processes. VST can operate as a general framework for this within which OD, VSM, and indeed the principles of Habermas's theory of communicative action can be embedded. A result of this exploration is to show how a managerial cybernetic form of OD can be developed to improve the way organizations can be diagnosed in complex change situations that must be managed. Copyright (C) 2003 John Wiley Sons, Ltd.