Governance is defined inWebster's New International Dictionary, Second Edition, as "Act, manner, office, or power of governing; government.... Method or system of government or regulation." If we apply this definition to medical schools we are not concerned solely with the dean. We include the trustees or regents; the president and his staff; vice presidents, the dean, department chairmen, faculty and external agencies, federal and private, that influence the decision-making process. My assignment is to present the reasons why the Macy Foundation became interested in the problems of governance, what we have done, and what we plan to do in the future. The medical schools have undergone what it is not an overstatement to call wrenching changes in the last 20 years. First, there has been an explosive growth in the variety and scale of programs. Second, there have been rapid changes in the character of the medical schools. They