Abstract: Does greater access to domestic higher-income markets lead to quality upgrading and gains in productivity among local firms? Taking advantage of a major highway project in India, I find that firms responded differently to large and small increases in access to higher-income markets. When shocks were large, local firms produced higher-quality output by using more skilled labor, capital, and expensive materials, leading to productivity gains. For small shocks, local firms also produced higher-quality output but only by using more quantities of input and without any signs of productivity gains. Seen through the lens of the model, these results suggest that firms face substantial adjustment costs that prevent them from adopting more sophisticated production processes when shocks are small. Since income differences found within India are relatively narrow, my analysis suggests that developing countries do not need to rely solely on demand from high-income countries to incentivize quality upgrading and to capture associated productivity benefits.