Municipal takeovers are a state policy ostensibly designed to address urban fiscal crises by “temporarily” taking over local government, suspending local control, and implementing sweeping austerity measures. Although framed as “apolitical,” takeovers have the capacity to reshape local democracy. These changes radically rearrange how decisions are made, who has access to decision makers, and, ultimately, who is in power. Using a policy-centered approach, we compare the cases of Camden, New Jersey and Flint, Michigan, illustrating how variations in policy design and localized implementation reshaped the local political landscape in different ways. While the Camden takeover institutionalized the emergent “community development regime,” Flints’ grassroots activists and community-based organizations destabilized the emergent regime.