This document outlines Ken Warner's experience changing his chamber of commerce's membership structure from a traditional dues model to a tiered membership model. He found the traditional model was outdated, members did not see value, and it was difficult to retain members and convince them to renew. After research, focus groups, and testing new tiers and bundles, Ken launched a tiered membership program that offered different levels of benefits based on investment. This resulted in a 23% increase in revenue and over 90% member retention rates as members now saw better value for their investment. The process took over a year but paying attention to member needs and testing helped create a successful new membership model.