Is it possible to build partnerships among acute and long-term care providers to reduce rates of institutionalization among elders at risk of nursing home admission? The development phase of this possible demonstration was devoted to designing a new model for integrating service delivery and financing in Managed Care Organizations (MCOs) that include both community-based and institutional providers. MCOs received monthly capitation payments of pooled Medicare and Medicaid funds and thus, hopefully, had incentive to provide high quality care in the most appropriate manner by coordinating elders' use of preventive, acute and long-term care services. The objective of the project was to design the key elements of an MCO demonstration, including the care delivery system, evaluation, quality assurance mechanisms, marketing and capitation rate development.