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William Anders became CEO of defense giant General Dynamics in 1991 as the Cold War was ending and as the industry became saddled with excess capacity. Observing that the company was underserving shareholders and required a massive change in its culture, Anders brought in a new management team and introduced a new compensation system that better aligned the interests of managers and shareholders. Particularly controversial was the Gain/Sharing system, which paid large cash bonuses for each USD10 increase in the stock price. The plan was widely criticized for rewarding top executives for manipulating stock prices through public announcements of layoffs and divestitures. Still, by the end of 1991, the stock price had climbed 113%, representing a USD1.2 billion increase in shareholder wealth during the year. The teaching purpose can serve several purposes. First, it provides an introduction to executive compensation. Second, it highlights the importance of linking incentives and corporate strategy in the context of a declining industry. Finally, the case can motivate discussions of downsizing and unemployment and the merits of rewarding top executives for cutting excess capacity.