During past decades, Territories in-Between (TiB) have gained increased attention among researchers in the field of urban planning and design. TiB are often considered to be underused, lack spatial quality and are under mounting pressure of urban densification. However, the rich diversity of land uses and abundance of semiopen spaces in the TiB provide unique habitats and social-ecological potentials, different from exclusively urban or rural landscapes. Therefore, urban planners and designers should reconsider conventional planning and design approaches towards these kinds of territories. The objective of this paper is to present a holistic planning and design approach towards TiB which acknowledges and strengthens its unique social-ecological potentials on local and regional scales. The new spatial planning concept that was developed through a 'research-by-design' process is called: The Recovering Membrane. This concept was developed for the city of Rotterdam. The Recovering Membrane is defined as a spatial layer of interaction between two distinctive living environments -urban and rural -and various human and non-human actors in them. The research puts forward that design for the TiB should consider the urban fringe as a distinctive kind of TiB with unique social-ecological potentials. Moreover, spatial design should strengthen existing spatial qualities of the TiB, to protect its pressured, yet highly valuable, characteristics. Additionally, local nature-based interventions can provide an important tool for placemaking in the TiB, especially when integrated with long-term and large-scale area transformations.