With Medicaid managed care enrollment accelerating, policymakers must quickly understand the lessons from the states so that the transition to managed care strengthens access and care systems and avoids problems. Our study of five recent state experiences shows that state objectives must be realistic and well planned. The experience of states with long histories of managed care underscores the conclusion that managed care is not a magic bullet for solving all access and cost concerns and that no amount of managed care can substitute for adequately financed programs that are well understood by beneficiaries, providers, and health plans alike. The results highlight ten lessons from the states.