Most government-owned utilities in developing countries perform poorly when judged as providers of electricity, in part because politicians and officials use their power, not to encourage the utilities to increase sales, improve the collection of bills, and cut costs, but to transfer resources to politically influential groups and, sometimes, extract bribes. To improve the performance of government-owned electricity utilities as electricity utilities, rules and practices must be changed in a way that reduces politicians' willingness or ability to use the utilities for political purposes and subjects the utilities to new sources of pressure to perform well. This paper considers ways in which a government might seek to achieve this goal without privatizing. It focuses on changes in corporate governance-that is, changes in the rules that structure the relationship between the company and the government as its owner. It concludes that governments should be cautious about the prospects for improvement without privatization-since, among other things, creating a truly arms-length relationship between the government and the utility will always be difficult as long as the government remains the utility's owner-but that improvements in corporate governance are still worth pursuing.