How do dictators successfully counterbalance (fragment their coercive apparatus) despite the significant risk of military retaliation? Drawing on recent insights that the timing of coup-proofing is essential to its success, I argue that dictators are more likely to increase counter-balancing efforts in the aftermath of failed coups. I test this proposition in a difference-in-differences framework, using novel data on coups and counterbalancing. I find a statistically significant, albeit moderate effect of coup failure. I substantiate my analysis with two illustrative examples from Sierra Leone and Turkey that probe the plausibility of my theorized mechanism. My findings contribute to the growing literature on the effects of failed coups by opening up the discussion on their long-term structural consequences for the dictator’s security apparatus.