This paper studies the conditions under which intra-elite con ‡ict leads to a democracy. There are two risk averse elites competing for the appropriation of a unit of social surplus, with an ex-ante uncertainty about their future relative bargaining power, and a large non-elite class unable to act collectively. We characterize a democracy as consistng of both franchise extension to, and lowering the cost of collective political activity for, individuals in the non-elite. In the absence of democracy, the stronger elite is always able to appropriate the entire surplus. We show that in a democracy, the newly enfranchised non-elite organize and always prefer to form a coalition with weaker elite against the stronger resulting in a more balanced surplus allocation between the two elites. Accordingly, the elites choose to democratize if they are suf…ciently risk averse. Our formal analysis can account for stylized facts that emerge from a comparative analysis of Indian and Western European democracies.Keywords: Democracy, con ‡ict, collective action, coalition formation, party formation, bargaining, risk-sharing.JEL Classi…cation: D74, O12, H11.We thank Daron Acemoglu, Pranhab Bardhan, Francis Bloch, Steve Broadberry, Oded Galor, Mark Harrison, Alessandro Lizzeri, Ben Lockwood, Miltos Makris, Omer Moav, Joel Mokyr, Sharun Mukand, Andrew Newman, Jim Robinson and Juuso Valimaki for helpful comments and suggestions. The obvious disclaimer applies.