This paper proposes a model of entrepreneurial potentiality that is the possibility of actualization of business opportunity. The emergent process is that of providing the solutions to numerous predicted and unpredictable problems (Katz & Gartner, 1988; Ansoff, 1975; Busenitz & Barney, 1997) and filling gaps between resources at hand and the level of resources that market opportunity requires. The new ventures have root causes of entrepreneurial motivations and mechanism of resource combination to overcome the ‘liability of newness’ (Stinchcombe, 1964) in the multi-level process. It is paradoxical that the new ventures do not have the necessary quality of resources in advance that can be evaluated from resource-based view. It might have inevitable limitations in dealing with the nature of emergent process from potential situations to actual business. The ad-hoc concept is entrepreneurial capability (Alvarez and Busenitz, 2001; Alvarez and Barney, 2000). We accommodate and link with organization and innovation perspective and model the ‘entrepreneurial potentiality.’