The research study described in this paper utilises the theoretical lens of background conversations to examine the phenomenon of resistance to change in a longitudinal case study of an enterprise system (ES) implementation. In order to reveal the complex nature of resistance, the research study adopts a social constructionist perspective, leading to findings which are significantly different from the majority of studies that employ a modernist perspective that characterises resistance as a property located in recalcitrant users. In this study, the communications of change agents (project team members) and change recipients were used to understand the different constructions each group had made of the change context, and how resistance was constructed within those different project realities. The particular 'background conversations' revealed were those of complacency and complacent cynicism on the parts of the project team (change agents) and the users (change recipients) respectively. Using the lens of background conversations and thus understanding the backdrop against which various communications were conducted, enabled the researchers to understand and reconcile apparently irreconcilable reconstructed stories that were evident in the two groups. The theoretical and practical implications of the findings are discussed in the latter sections of the paper.