In part 2 of our look at the Flexner Report, we explore the nuts and bolts of the report and show how an insignificant educator, a fledgling medical organization, and a Eugenicist at Hopkins conspired with industry to reshape the entire medical industrial complex. The Report determined which medical schools would live and die. To survive the onslaught schools had to shift their curriculum to one that was formulaic, number-focused, taught by full time research faculty, and dependent on the largess of the Rockefeller and Carnegie Foundations. Osler was bulldozed as medical schools were now set up to train drones focused not on patients and using real doctors and patients to teach students but rather on one-right-answer absolutism, where number fixing and dogmatic protocols became the norm. We show how this report grew and thrived, and begin to explain how its imprint--and even the details of its blueprint--define American health care today.