These findings have significant implications for boards of directors, managers, auditors, regulators and researchers. Managers' responses to SOX requirements are moving in the direction hoped for by regulators, but only long-term incentives are related to internal control quality. Individual firms' boards of directors and managers may want to consider whether long-term share value-based incentives and short-term negative incentives for SOX violations are sufficient to offset incentives to weaken controls in order to manipulate performance, and may also evaluate the penalties for company-level weaknesses relative to account-specific weaknesses. Auditors can use these findings to inform their assessment of control environment risk at their clients. Regulators may find these results useful in assessing the effects of the Sarbanes-Oxley Act and considering whether and how the level of internal control reporting should be changed in the future. For researchers, these findings provide the first evidence concerning how the time horizon of formal ex ante performance-based compensation incentives affects the quality of internal control in the SOX 404 era. The stronger effects of restricted and unrestricted equity holdings for CFOs relative to CEOs contributes to the ongoing debate on the relative importance of the compensation structure of these two key executives, and suggests that for two forms of compensation, CFO compensation is more salient in explaining internal control quality. The findings extend research indicating that control weaknesses of differing severity have different causes (Doyle et al., 2007a) to address the critical role of compensation structure.