In June 2013, Robert Wood Johnson Foundation grantees aiming to advance innovative methods of health care payment gathered in Baltimore to learn from experts and from one another. While the initiatives varied widely, some factors that had helped generate progress seemed to come up over and over again and seemed to be missing for those who had experienced comparative difficulty. The two repeated factors were a) a burning platform to motivate action through fear, and b) trust that allows people to work together in the face of uncertainty. This brief explores these concepts to understand how to facilitate movement toward fundamentally different payment and delivery models than those that have dominated American health care until now.