This working paper documents Israel’s experience in implementing universal health coverage amid challenges of insufficient coverage, cost containment, health system equity and a growing private sector. The Israeli health care system has benefited greatly from its capacity to identify relevant innovations in other countries and adapt them. Middle income countries can draw from Israel’s experience with reliance on health plans such as managed care and patient-centered organizations, the emphasis on primary care, and the investment in e-health. The manner in which Israel is handling its growing private sector can be a potential source of strategies middle-income countries could consider, and those they should avoid.