The objectives of this study were to identify the variation in primary care provision in primary care groups (PCGs), to describe the developmental challenges that they face, and to show where investment in primary care should be targeted. Face-to-face semi-structured interviews and postal questionnaires were used. The setting was a 15% (n = 72) random sample of PCGs in England, stratified by NHS region, and the study subjects were PCG Chief Officers, Chairs and health authority PCG leads, as well as PCG board members. In total, 21 PCGs (31%) reported no GP recruitment and retention problems and anticipated none in the next 5 years, but 13 PCGs (19%) had major problems. A total of 13 PCGs (19%) had no problems with staff shortages in general. Problems with access were often confined to particular areas or practices. Fundholding services that were either discontinued or under threat included counselling, physiotherapy, complementary medicine and outreach clinics. A total of 22 PCGs (24%) planned to redistribute GMS cash-limited budgets to practices, but 44 PCGs (49%) had no such plans. In addressing poorly performing practices, the emphasis was against taking punitive action. It is concluded that PCGs have inherited diverse practice groupings which have not previously been united in a single organization. Most of them face staffing problems, but few have developed detailed workforce plans. The main priorities for investment are prescribing support, information, nursing staff and clinical governance. Many PCGs had discontinued fundholding services in the interests of equity. Without a committed workforce, and an infrastructure to support improved services, the goal of improved services for all will be difficult to achieve.