The author discusses why HMOs failed to improve services or control costs. Using Wisconsin's Marshfield Clinic as a case study, he examines the advantages and disadvantages of publicly and privately financed medical care, and of nonprofit and for-profit systems; the implications of benefits coverage and pharmaceutical costs care; the implications of benefits coverage and pharmaceutical costs on employers, employees and patients; and issues involving medical ethics and autonomy; clinical practice guidelines, managed care strategies, rationing, and patients' rights.