We shed new light on the processes through which institutions are created and changed by investigating the question how does institutional entrepreneuring unfold in an already organized world. We conducted a longitudinal case study of the field of scientific research production in Australia, which changed over three decades through entrepreneuring processes associated with the creation of a new ‘Smart State’ place in the city of Brisbane in Queensland. A new place is a form of organizing human activity that has materiality and meaning at a specific geographic location. Our findings showed how field change was interwoven with place creation through four processes of entrepreneuring: structural emancipation, dissociating and reimagining place meanings, bricolaging of place forms and co-evolving place identities. These entrepreneuring processes constituted the field as a flow of ‘becoming’ that spilled over into temporary and provisional settlements in local places. Our findings make important contributions through: (1) deepening understanding of how organizational fields change through multilevel, distributed, cascading and often unreflexive processes of entrepreneuring in an already organized world; (2) bringing attention to a relationship between institutions and place, in which place is both the medium and outcome of institutional entrepreneuring; and (3) providing new insight into embedded agency by illustrating how institutions in ‘becoming’ continually (re)produce the resources and possibilities for agency within gradual institutional change over time.