Dictatorships are not all the same: some are purely autocratic but many exhibit a full panoply of seemingly democratic institutions. To explain these differences, we develop a model in which dictators may need cooperation to generate rents and may face a threat of rebellion. Dictators have two instruments: they can make policy concessions or share rents. We conclude that when they need more cooperation dictators make more extensive policy concessions and share fewer rents. In turn, when the threat of rebellion is greater, they make larger concessions but also distribute more spoils. Assuming that policy concessions require an institutional setting of legislatures and parties, we test this prediction statistically for all dictatorships that existed between 1946 and 1996.