This brief assesses TennCare, including its successes and where problems arose. Successes include an increase in health insurance coverage for low-income people, improvement in the health of low-income people, and the increasing the use of preventive health services. Among the problems facing TennCare: Providers could not provide more services while receiving lower rates of compensation. TennCare created financial incentives for private insurers to skim the healthiest patients and divert those with the highest costs into the public program. This report should be of use to other states debating whether to undertake substantial Medicaid reform.