The practice of medicine, long valued for individual entrepreneurship and physician control, has undergone dramatic change. Physicians now face vexing oversight of case and utilization management and loss of control over the allocation of health care dollars. Managed care organizations control health costs by arbitrarily refusing reimbursement for certain medical procedures and reducing payments for others. Since medicine is now a less attractive career option, will fewer high performing individuals choose to become physicians? What are the implications for the quality of care?