Tamra Lavengood RN, BSN, MSN, Clinical Performance Coordinator, Centura Health Physician Group, and Will McConnell MBA, PhD, VP Operations and Outreach Strategy, Mercy Regional Medical Center. The Centers for Medicaid and Medicare Services, as well as several payer groups, invested in the Comprehensive Primary Care (CPC) Initiative to drive change and prepare organizations for population health management. The four year pilot program (2013-2016) required participating clinics to achieve several milestones which included: 1) empanelment, risk stratification, and complex care management; 2) access and continuity of care; 3) patient experience; 4) quality improvement measured by achieving CQM benchmarks. 5) care coordination between the ED, hospital; and 6) shared decision-making. Five hundred clinics across seven states embarked on the journey, and better patient health, better care and decreased costs were realized. CMS is now funding the largest initiative to date based on the CPC framework, called CPC+, beginning in January 2017. Tamra and Dr. McConnell discuss lessons learned, including identifying the highest risk population, targeted complex care management of that highest risk population which reduces overall healthcare expenditures, care management of that highest risk population which additionally requires behavioral healthcare management, and care coordination for ED and hospital discharges, which is critical for decreased hospitalization and ED visits. These strategies lead to the realization of the Triple Aim.