There will be hearings, and lots of them. A U.S. Senate committee hearing in Philadelphia kicks things off this morning. Expect state legislative hearings, too. And the Insurance Department will convene meetings across Pennsylvania.

This time around, everybody will have a chance to praise, protest or otherwise prattle on about the proposed consolidation of Pittsburgh's Highmark Inc. and Philadelphia's Independence Blue Cross, a marriage of the state's two largest health insurers.

This wasn't quite so in 1996, when Blue Cross of Western Pennsylvania and Harrisburg's Pennsylvania Blue Shield combined to form Highmark, the state's largest insurer. The state Insurance Department gathered little public input on the deal and was later rebuked by the state Commonwealth Court for the inaction of its commissioner, Linda Kaiser.

Doctors, industry watchdogs and some legislators claimed to be furious at the time, and customers were skeptical, few more so than Dr. Robert Sklaroff. He remains so today, claiming Highmark and Independence "want to paint the whole state blue."

This time around, Dr. Sklaroff, who continues to battle the Highmark-Blue Shield merger in court, wants to stop them. In fact, even as Highmark forges ahead with its ambition to create the third-largest health insurer in the country, beginning with today's hearing by Sen. Arlen Specter and the Senate Judiciary Committee, the doctor will be presenting his case to the state's Commonwealth Court, holding out hope that he could somehow undo the 1996 merger.

On Wednesday, he'll be in courtroom No. 2, the plaintiff in Sklaroff v. the Pennsylvania Insurance Department. The same day, in a separate legal action with similar designs, Capital BlueCross, the Harrisburg-based fraternal rival of Highmark, will likewise square off against the Insurance Department, arguing that it failed to consider whether the Highmark-Independence merger would lessen competition in the state's insurance industry and that Highmark has an unlawful competitive advantage over its rivals because it caters to both hospitals and doctors.

A Highmark-Independence merger would only swell the competitive advantage further, said Sam Marshall, president of the Insurance Federation of Pennsylvania, a trade group. "If State Farm and Allstate were to merge," he said "it would pale in comparison to what Highmark and IBC would become" in Pennsylvania.

What it would become is a massive insurer with premiums totaling about $16 billion and a reserve of cash approaching $6 billion -- a sore spot for those who wonder why charitable, not-for-profit insurers are sitting on such a heaping surplus, even as premiums continue to rise.

The combined entity would have 8 million policyholders, most of them in-state, and would claim at least 53 percent of the state's health insurance market, according to Insurance Department statistics. In a competitive sense, the market share will be much higher because much of Pennsylvania's older population is covered by government insurance, meaning they aren't players in the open marketplace.

There are fears that the remaining Blues, Capital Blue Cross in Harrisburg and Blue Cross of Northeastern Pennsylvania, will continue to be squeezed, causing rates go up as competition goes down. And then there's the elephant in the room -- speculation that the combined superpower eventually flip into a for-profit entity like so many insurers before it, a transformation that makes it easier for a company to raise cash.

Highmark says that's not the intent. Just about everybody else is taking that with a grain of salt.

"They always swear they're not going to do it," said Herb Denenberg, the state's insurance commissioner from 1971 to 1974. He has written college textbooks about insurance law, and he's taught it, too. The denials, to Mr. Denenberg, are the surest sign that "they eventually want to convert to a stock company."

It's the only rationale he can see for the merger, he said, since neither company is struggling.

"These guys are not anemic. If anything, they're already fat and arrogant enough," he said.

They wouldn't be the first not-for-profit insurer to flip through a process called demutualization -- about a third of the Blues' policyholders are enrolled in publicly traded companies. Nor is it unusual for Blues to merge; there were once more than 100 Blues, and now there are fewer than 40.

Pennsylvania's doctors aren't ready to pass judgment just yet on the loss of yet another Blue.

"A big, financially secure insurance company is a good thing," said Dr. Mark Piasio, president of the Pennsylvania Medical Society.

The question that ought to be asked, and answered, over the coming months is "are they abusing that monopoly power, or using it for good?" Are they living up to their hard-to-quantify charitable obligations, or aren't they?

Lots of people will be asking those questions, but legislative hearings are more informal than investigatory, especially at this early stage.

"You show up, you submit written testimony, they smile at you," said a cynical Jon Stein, counsel for Community Legal Services of Philadelphia, an activist group for the poor.

In truth, there are only a few entities that have the power to derail the merger besides the courts.

Theoretically, the state attorney general could intervene. The U.S. Department of Justice could investigate, forcing Highmark and Independence to open their books. The U.S. Federal Trade Commission also could explore antitrust issues.

"It's such a monstrous merger," said Jason Adkins, a principal with Boston's Adkins, Kelston & Zavez who specializes in consumer rights and insurance disputes. "Those would be the kind of numbers that would get the attention of the Federal Trade Commission."

However, the FTC's hands are mostly tied by the McCarran-Ferguson Act, which has given the insurance industry limited immunity from federal antitrust laws for the last six decades, kicking regulatory issues back to the state. (There is a move afoot, led by Mr. Specter, to repeal the act).

So that leaves Gov. Ed Rendell and the Insurance Department.

Right now, the Pennsylvania is the only state that doesn't allow its insurance commissioner to review the mergers of not-for-profit insurance holding companies. The state Legislature wants to change that, giving the commissioner more power over the consolidation, and intends to do so this spring, passing a law that's retroactive to January.

And as the insurance commissioner reports directly to the governor, Mr. Rendell might have the ultimate say-so as to whether, or how quickly, the merger goes through. The Insurance Department could -- and has been known to -- stall for years when it comes to holding hearings or issuing opinions.

For example, Commonwealth Court told Ms. Kaiser to more fully investigate the original Highmark decision in August 1997. The Insurance Department got around to the court-ordered hearings in December 2002. And it didn't finally approve the Highmark-Blue Shield merger until May 2006, by which time Highmark was already mulling its next merger.

The governor, who received at least $10,000 from Highmark during the 2006 campaign year, could try to squeeze a few more millions out of the Highmark-Independence surplus in exchange for letting the merger sail free. Given all of his big-ticket health care initiatives, including "Prescription for Pennsylvania," which aims to expand health care access for state residents, he could use the extra cash.

"He could flex his muscles through the acting insurance commissioner," Randy Rohrbaugh, said Mr. Stein, the legal services attorney. "This might be an opportunity."

For the opportunity to review details of the proposed merger, Mr. Stein, Capital BlueCross and everybody else will have to wait until the end of the month, when Highmark intends to submit its regulatory filings. As for the Commonwealth Court case on the old Highmark merger, that ruling could come this summer.