This article analyses data from a survey of 209 members of the SME (Social Democrats Against the EU), the dominant anti-EU group within the Norwegian Labour Party (DNA) during the 1994 EU referendum. We address several questions about the political impacts of the EU issue on Norwegian social democracy. Who were the SME members? Why did they oppose the EU? What were their expectations about staying out of the EU? Which faction of the DNA did they represent? The diverse SME members disproportionately stress threats to democracy and sovereignty and the neoliberal character of the EU as reasons for opposition; large majorities believe that `staying out' will enhance the efficacy of social democratic policies. Moreover, the political orientations of SME members stand in stark contrast to the pro-EU `modernizing' leadership of the party. In conclusion, we discuss the impacts of factional politics and internationalization on Norwegian social democracy.