Joint research ventures between health maintenance organizations (HMOs) and academic medical centers (AMCs) can strengthen both organizations from the research and patient care perspectives, by facilitating the exploration of views and cost-effective approaches to diagnoses and treatment. This article describes a research venture between the Fallon Healthcare System, a health maintenance organization (HMO), and the University of Massachusetts Medical Center, an academic medical center (AMC). This research venture, the Worcester Area Trial for Counseling Hyperlipidemia, was a four-year study in which 1,277 participants were recruited from 45 Fallon Clinic physician panels. The study targeted patients with blood cholesterol levels in the upper 25% of the cholesterol distribution. The different priorities and perspectives of the two institutions with regard to health care and research became more apparent as the study progressed. Eventually study personnel needed to re-examine the study objectives and each other's perspectives to accommodate these differences. This learning process showed that research ventures between HMOs and AMCs can prove mutually beneficial. An HMO can gain experience with large government-funded projects. AMCs can study managed care within a controlled setting. However, the differing priorities and perspectives of these institutions' organizational structures require that considerable attention be paid to their representatives' working relationships and perceptions.