The objective of this paper is to discuss challenges of implementing a Project Based Learning (PBL) approach at three selected schools in one of the northern states in Malaysia. For this purpose, semi-structured interviewing and observation methods were employed. The data were analyzed based on the Five Sentiments Approach (Armenakis, Harris, Cole, Lawrence & Self, 2007a). The findings revealed that there was a high resistance from the teachers and students towards change due to the blatant exam-oriented culture which was still practiced in Malaysian educational institutions.