The current health care environment in the United States is in turmoil, especially in regions that are further ahead in the transition from free-for-service to managed care. This article examines turmoil within primary care during a health-maintenance-organization-sponsored and federally funded randomized trial of using continuous quality improvement for adult clinical preventive services. The external and internal changes in structure and leadership occurring in primary care clinics are profound and prevalent. The sponsors of the project have responded to the turmoil by encouraging greater leadership involvement within the clinic and by supporting more skill building for change management.