The recent emergence of harshly repressive military governments in several of the industrially most advanced nations of Latin America has called into question earlier hypotheses of modernization theory regarding the links between socioeconomic modernization and democracy. Guillermo O'Donnell has made an important contribution to explaining this new authoritarianism and to using the recent Latin American experience as a basis for proposing a major reformulation of the earlier hypotheses. Yet O'Donnell's analysis requires significant modification if its potential contribution is to be realized. Highly aggregated conceptual categories such as “bureaucratic-authoritarianism” should be abandoned, and his explanatory framework should be broadened to explicity incorporate the crucial political differences among Latin American countries, as well as the impact of the international economic and political system. A revised explanation for the rise of authoritarianism is presented to illustrate how some of these modifications could be applied in future research on political change in Latin America.