We have previously reviewed the challenges facing Hawai'i and the nation in terms of healthcare. Successfully addressing these challenges will require major changes in the delivery of healthcare and societal/legal perspectives. In this issue, we outline the key factors needed collectively and simultaneously to address these challenges. These factors are: (1) a capitated care model focused on health and chronic disease management; (2) universal access to a basic healthcare delivery system, and acceptance of the service limitations associated with such a model of care delivery; (3) a universal electronic shared health information system as a mechanism by which care in such a system can be coordinated; (4) an approach to developing state sanctioned, legal approaches to avoiding or minimizing futile care; (5) enhancement of systems of care (e.g., statewide trauma systems); (6) alignment of practitioner and hospital reimbursement with societal health goals, with legal protections; (7) a system of no-fault patient compensation when injuries occur in the course of medical care; and (8) support of expanded training programs for physicians, nurses and other practitioners.