This paper considers some developments within Russian privatized industrial ®rms 1992±94 through the lens of Stakeholder-Agency Theory (SAT). Although it has its own shortcomings and weaknesses, SAT, unlike the traditional ®nancial version of Agency Theory, at least contemplates the possibility of a transitional period during which enterprise governance structures can evolve.It is by now widely recognised that in the middle of deep economic crisis, the Russian economy is too volatile for longitudinal studies of formally structured samples of ®rms over a period of time. In any case, SAT is at a stage of development that has not yet yielded detailed predictions for scienti®c testing. Yet surveys of recently privatized ®rms in Russia do provide empirical data away from the origins of SAT, and it is argued that this fresh data suggests new research propositions that can hopefully lead to more theoretical re®nement and ultimately testing. At the very least, SAT can be used as a heuristic device, capable of providing a way of looking at complex Russian developments in a structured way.A process of Russian privatization through management±employee buy-outs involving giveaway distributions of shares has secured the compliance of the two main groups of enterprise stakeholders who could have prevented the withdrawal of the State from the governance of industrial enterprises, but has not yet produced a form of corporate governance structure that is likely to survive in the long term without State protection.In the longer term, international competitiveness can only be secured in Russia through investment in new products and processes, and the inadequacies of managers and other employees as sources of investable funds mean that incumbents must generate a more welcoming climate for outside investors. Even after such a short period since privatization and in the middle of a deep economic crisis, some enterprises are already favouring more ecient governance structures in a way consistent with SAT.