The development of an active collaboration between the department of behavioral medicine and psychiatry of the University of Virginia School of Medicine and Western State Hospital is described. The collaboration includes clinical research and opportunities for training residents and medical students. University faculty provide clinical and administrative leadership at all levels of the hospital's organization. The hospital's clinical functioning has improved through direct involvement of university faculty in patient care, and its recruitment of physicians and psychologists has increased due to expansion of academic opportunities and program improvements. The authors use examples from the collaboration experience to illustrate key issues, such as strong leadership, sufficient resources, and an understanding of systems factors, that are necessary to overcome resistance to change.