We present a model of bargaining between politicians and managers that
explains many stylized facts about the behavior of state firms, their
commercialization, and privatization. Subsidies to public enterprises
and bribes from managers to politicians emerge naturally in the model
. We use the model and several extensions to understand why commercial
ization and privatization might work, and what forces contribute to ef
fective restructuring of public enterprises. We illustrate the model u
sing examples from several countries.