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Why do international organizations (IOs) create categories of partial membership and why do states become partial members of IOs? Full membership in an IO offers a state influence over the organization’s decisions, but also requires compliance with its obligations. Partial membership in an IO, such as ad hoc or observer status, attenuates both influence and obligation, offering states less say, but also requiring less commitment. We argue that partial membership categories are created in response to dissatisfaction between IOs and non-member states. This dissatisfaction can come from non-member states frustrated at their exclusion from IOs, but can also come from existing members when they want non-members to join and comply with the IO’s obligations. Partial membership is a compromise, bringing outsiders closer to the IO without requiring full adherence to the rules. We provide data on the range of partial membership in IOs in major datasets of formal and informal IOs, and test our argument by tracing the introduction of partial membership in a paired comparison of finance and standard-setting IOs, where dissatisfaction originates from existing members or excluded non-members.