Replacing an outdated database system involves a multitude of challenges, many of which--such as data transfer from one system to another--involve numerous risks and a high potential for failure. This case-analysis article examines an effort by the United States Department for Veterans Affairs (VA) to replace its twenty-five-year-old database--formerly known as Decentralized Hospital Computer Program (DHCP), renamed VistA--with a new system that enables the VA to more effectively and efficiently deliver its services: managing veteran medical care, financial assistance, and burial benefits programs. In doing so, this article also discusses the first system the VA selected and tested, the US$472 million Core Financial and Logistics System (CoreFLS). It then describes the outcome of the VA's yearlong 2003 test run of CoreFLS. Following this, it looks at a second system tested by the VA, a US$3.5 billion database called HealtheVet (HeV), a system that also poses extraordinarily high implementation risks and a high potential for failure. This article closes by identifying the challenges facing the VA as it seeks to implement a new database.