It is well known that managed change within an organisation can result in unpredictable outcomes. In this paper a sensemaking framework is developed to demonstrate how both intended and unintended outcomes can result from the way middle managers - who are usually the recipients of a change strategy devised at the top - make sense of the senior management initiatives. This framework highlights the significant impact of change recipients on the outcomes achieved and suggests we need to reconsider both what we mean by "managing" change, and the way senior managers lead change. A case study that looks at a privatised utility undergoing strategic change from a middle manager perspective illustrates how the framework can account for the phenomenon of unintended outcomes. As the implementation largely follows what could be described as a textbook, top-down approach to change, it illustrates the problems many organisations face when implementing such change programmes. The paper also draws out the implications for the practice of change management.