This paper studies the evolution of vector magnetic fields in the active region Boulder No. 6233 during an 11-hour observing period and its relationship to an X-3 flare on August 27, 1990. We observed the evolution of magnetic fields, which includes magnetic shear build-up, directly in high-resolution vector magnetograph movies. The magnetic shear is observed to be built up in two ways: (1) shear motion between two poles of opposite magnetic polarities and (2) direct collision of two poles of opposite polarities. When two magnetic elements of opposite polarities are canceling, the field lines are observed to turn from direct connection (potential) to a sheared configuration during the process. An X-3 flare occurred at 21∶00 UT. The vector magnetic structure showed an unexpected pattern of changes during and after the flare. The shear (defined as the angle between the measured transverse field and the calculated potential field) in the area covering two major footpoints increased rapidly coinciding with the burst of GOES X-ray flux. While the flare faded away in about one hour, the high shear status dropped slowly for the remainder of the observing period. Immediately after the flare, new flux emerged more rapidly and the flow speed of several magnetic elements increased near the flare footpoints. In this active region and a few other flare-productive regions we have studied recently, we always find rapid and complicated flow motions near the sites where flares occur. Photospheric flows appear to be another important factor for the production of flares.