We consider the moral hazard in managers undersupplying imperfectly-ma
rketable firm-specific human capital. Firms may cope by granting long-
term wage contracts that protect managers against employment terminati
on. Although ex ante efficient, these contracts may be ex post ineffic
ient when managerial ability is discovered to be low. Precommitted fir
ms must honor these contracts, unless there is ownership transfer that
permits their legal invalidation. Bankruptcy is one such transfer mec
hanism. Since managers anticipate the contractual consequence of bankr
uptcy, leverage worsens moral hazard; this cost provides a counterbala
nce to the debt tax shield and leads to an optimal capital structure.