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This paper aims to identify and explain the effects of market-orientation on innovation with regard to mediation role of employee psychological empowerment and moderated effects tendency to entrepreneurship in this relationship. Present Research is a survey- descriptive research according its methodology and interested populations are 250 people of personnel of Aghajeri Gas and Oil Company. It is used a questionare with confirming its validity and reliability to data gathering. In order to analyze, Researchers used SEM by Smart PLS software. The results show that market-orientation and psychological empowerment has a positive effect on organizational innovation Psychological empowerment also mediates the relationship between market-orientation and organizational innovation. Tendency to entrepreneurship don’t moderate the relationship between market-orientation and organizational innovation, while …