Certificate of Need legislation is one of several regulatory programs designed to control the allocation of health care delivery resources. This paper examines the Massachusetts experience with Certificate of Need, focusing on two major administrative law controversies--the extent of the regulatory agency's power to participate actively in the planning process, and the scope of review of agency decisions permitted under a non-judicial appeals mechanism. The study concludes that any Certificate of Need program may be strengthened by accurately defining the roles of the participants and by providing for safeguards within the system itself.