Model based software engineering technology can bring many benefits to an embedded software engineering organization, but there are many risks as well. How well will your culture adapt to the new approach? How can you integrate legacy and third party components along with new development? Will it even work? Should all engineers be “converted” at once, or is there a way to stagger adoption? How can the overlap of learning curves be minimized? These are some of the issues commonly faced as embedded software engineering organizations take large steps forward in development technology, including adopting the UML. This paper identifies common risks in adopting this technology, and presents practical mitigations for these risks.