A greater threat of takeover has two opposing effects on managerial co
mpensation. The competition effect in the market for managers reduces
compensation. The risk effect increases compensation by making manager
s' implicitly deferred compensation and firm-specific human capital le
ss secure. Using a sample of about 450 large firms, we find that an in
crease in the threat of takeover from the first to the third quartile
reduces a typical CEO's salary and bonus by $22,800-211,600 due to the
competition effect, but raises salary and bonus by $41,500-255,300 du
e to the risk effect. Tile net effect is an increase of $18,700-43,700
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