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Why do powerful states construct rules-based international orders? I argue that rules-based orders are not a liberal fantasy. Yet hegemons do not construct such orders because they are strong, as is conventionally believed, but because they aren’t strong enough to dominate other actors completely. Weak or declining hegemons have incentives to constrain their behavior and to cooperate with rival powers to protect vital interests and regulate international affairs. I illustrate this logic through an investigation of order at sea. I first develop a detailed theory and typology of maritime orders. I then draw on a new dataset of maritime orders, which includes 36 orders from 1500 to 2020, to test the plausibility of my theory across history. I then use primary sources and declassified documents to study the evolution of the U.S.-led maritime order, including the 1922 Washington Naval Treaties, U.S. maritime strategy during the Cold War, and the 1982 Law of the Sea Convention. My analysis suggests, counter-intuitively, that U.S. decline might foster the creation of a more constrained and rules-based maritime order that better protects freedom of navigation.