Firms facing research costs and demand uncertainty may engage in second-sourcing, in which potential suppliers agree to pool production facilities. I show how sellers and buyers both can benefit from the practice. Second-sourcing allows firms to meet a wider range of possible rates of demand and often to supply a given rate of demand at a lower total cost than under non-cooperation. Buyers benefit through a reduced probability of stock-outs and frequently a lower purchase price. Semiconductor industry data are found to be consistent with the paper's predictions.