In the first decade after the collapse of Communism, Russia became notorious for conflicts around corporate property and corporate governance. In Poland, such conflicts were far less frequent. This distinction, I argue, reflects the form of privatization in each country. In Poland, negotiation among potential shareholders and current enterprise stakeholders preceded privatization, whereas in Russia privatization procedures pitted these same groups against one another. The legacy of privatization in Russia expressed itself in long-running legal conflicts over the security of property rights. These developments highlight the importance of situational incentives to challenge or respect property rights, undermining various new-institutionalist arguments that link security of property rights primarily to the commitment and capacity of state bodies to enforce them, to the normative legitimacy of the law, or to coordination equilibria in a game-theoretic framework. The argument also enables a clarification of the political trajectory now leading to stronger corporate property rights in Russia. M ore than a decade after the collapse of state socialism in the East Bloc, the region displays many striking and intriguing contrasts in national trajectories. This article focuses on one such contrast: the remarkable distinctions between Poland and Russia in the area of corporate governance. In the 1990s, Russia’s corporate governance became notoriously conflictual. In any number of privatized firms, management refused to share power and profits with shareholders, sometimes via flouting the law, at other times by simply manipulating it. Legal experts asked “What went wrong?” and sought “corporate governance lessons from Russian enterprise fiascoes” (Black, Kraakman, and Tarassova 2000; Fox and Heller 2000). The state of corporate legality in Poland, by contrast, drew far more flatter