"I went into medicine to make a difference in people's lives," said Dr. Robert McWilliams, an infertility and gynecology specialist.
But McWilliams says he's going broke.
"I haven't paid myself a salary since October 2010. It's the last time I took a dime home from my 40-year practice," he said.
Medicare, Medicaid and insurance companies are paying doctors less. Dr. McWilliams says for two years, he's lived on savings because it takes all his income to pay staff and run his office.
Dr. McWilliams sees more than 5,000 patients a year, and he'd hoped to continue seeing his patients for another five years. But he says changes in the Affordable Care Act that are coming have been the last straw.
"It's gonna be run by bureaucrats and it's going to be run by politicians who have no idea what's in your best interest then I'm getting out," McWilliams said.
He's not alone. Other doctors are beginning to close their practices, worried about the Affordable Care Act which goes into effect in January.
"If you add 20 million, 50 million Medicaid patients to the system but you have no doctors to take care of them, what good is the system?" McWilliams said.
Dr. McWilliams plans to retire early and close his practice in February. Many of his patients don't know yet.
"We're going to have to do a lot of explaining to the patients as to why we'll be closing," medical assistant Debbie Peeples said.
"I don't know what I'm gonna do. That's really upsetting because he's the best," patient Shawnna O'der said.
Patients and staff alike don't want to shut their doors. But McWilliams says he can see no other way out.
"It's gonna hurt me but it's gonna hurt the patients more. And the patients need to realize that," he said.
The Harris County Medical Society estimates doctors who take Medicare patients will have to spend about $50,000 on computer upgrades to handle the required electronic medical records and electronic prescription programs or they will be fined by the government.