Policymakers agree that cost-containment in healthcare delivery cannot be attained unless the incentives for providers, patients, and payers can be changed. The authors review the existing incentives that have led to escalating costs and conflicting interests for providers, patients, employers, third-party payers and taxpayers. They examine the current incentives for each group and explore the changing incentives that the new integrated healthcare systems and managed care present. They conclude that the new systems are not a simplistic solution to the "healthcare crisis" in cost, access, and quality, but they emphasize that these new systems have already introduced new incentives for provider collaboration and cooperation. The traditional ties of the osteopathic medical profession allow a quick response to creating new integrated systems, but require collaboration to add tertiary care to the profession's strong primary care and community hospital base.