Those skills paid off handsomely for the first-term Republican this week as Governor Rick Snyder signed into law bills co-sponsored by Colbeck that ban mandatory union membership, making Michigan the nation's 24th right-to-work state.

From outside Michigan Republican circles, it appeared that the Republican drive to weaken unions came out of the blue - proposed, passed and signed in a mere six days.

But the transformation had been in the making since March 2011 when Colbeck and a fellow freshman, state Representative Mike Shirkey, first seriously considered legislation to ban mandatory collection of union dues as a condition of employment in Michigan. Such was their zeal, they even went to union halls to make their pitch and were treated "respectfully," Colbeck said.

The upstarts were flirting with the once unthinkable, limiting union rights in a state that is the home of the heavily unionized U.S. auto industry and the birthplace of the nation's richest union, the United Auto Workers. For many Americans, Michigan is the state that defines organized labor.

But in a convergence of methodical planning and patient alliance building - the "systematic approach" - the reformers were on a roll, one that establishment Michigan Republicans came to embrace and promised to bankroll.

Republicans executed a plan - the timing, the language of the bills, the media strategy, and perhaps most importantly, the behind-the-scenes lobbying of top Republicans including Snyder.

They knew they would likely face an acrimonious battle of the kind they had seen over the last two years in the neighboring state of Wisconsin between Republican Governor Scott Walker and unions. Operating in plain sight but often overlooked, they worked to put the necessary building blocks in place.

"This was a risky move across-the-board and I wanted to make sure all of my (Republican) caucus members would come back to serve with me after the next election," said Colbeck, who ran for office after whetting his political appetite as a Tea Party activist.

November elections turned out to be key to the December move. House Republicans lost five seats, making passage in January a more difficult proposition than pushing through legislation in the lame-duck session.

But the November elections had also served up a crushing referendum defeat for unions, which Republicans saw as a sign that public opinion would be behind them in their move to curb organized labor's power.

BOTTOM UP

For his maiden initiative, Colbeck found inspiration in the troubling 2010 census numbers. Michigan was the only state in the United States to see its population fall during the previous decade and he wanted to reverse that trend. People will not come back without jobs, his thinking went. That's when Colbeck concluded that right-to-work was required to bring in new investment.

They built from the grassroots, bottom up, rather than from Snyder and top leaders in the legislature. If anything, Michigan Senate Majority Leader Randy Richardville was viewed as an obstacle because he represents a labor-friendly area.

Together with Jack Hoogendyk, a former Republican member of the Michigan House who supported right-to-work, and a small group of other activists, they founded the "Michigan Freedom to Work" coalition, which sought to capitalize on Republican control of the state legislature and the governorship.

They held press conferences in June 2011 and in September 2011 took their show to the Republican Leadership Conference on Michigan's Mackinac Island. In attendance were Republican presidential candidates Mitt Romney and Rick Perry as well as Republican National Committee Chairman Reince Priebus.

As a sign of growing support among conservatives for right-to-work, Hoogendyk says that there were hundreds of activists in attendance wearing yellow "Freedom To Work" T-shirts.

A group linked to the conservative billionaire Koch Brothers, owners of an energy and trading conglomerate who are reviled by unions and Democrats, held three conferences in Michigan in early 2012 on right-to-work featuring renowned conservative blogger Andrew Breitbart. Three Republican presidential candidates including Romney and some 1,500 activists attended the last conference on February 25 sponsored by Americans for Prosperity, four days before Breibart's death.

The right-to-work campaign gathered momentum when the activists linked up with Dick DeVos, the son of Richard DeVos, co-founder of Michigan-based Amway, and Ronald Weiser, former chairman of the Michigan Republican Party and ambassador to Slovakia under President George W. Bush.

Richard DeVos was listed as the 67th richest person in America by Forbes magazine in 2012 with a net worth estimated at $5.1 billion. Amway sells consumer goods such as skincare and home cleaning supplies through some 3 million people and its parent company had sales of $10.9 billion in 2011.

"Dick DeVos and Ron Weiser travel in a certain rarefied atmosphere," Colbeck said, holding his hand above his head to indicate how far above him they are.

The wealthy businessman and the political guru both worked to persuade wavering Republican lawmakers by assuring them they would have financial support if they faced recall elections over right-to-work, as happened in Wisconsin, Colbeck, Hoogendyk and other Republicans said.

Asked if he had promised campaign financial support to nervous Republicans, DeVos, who ran unsuccessfully for governor in 2006, said in a telephone interview: "I am pleased if I was able to help encourage legislators to truly vote their conscience without fear of political retribution from the other side, which is known for its heavy-handed tactics."

By the summer of 2012, Colbeck said supporters had gathered enough Republican votes to pass right-to-work in Michigan, but decided to wait until after the November election.

"We wanted to be able to focus on the candidates during the election rather than have this distraction," Colbeck said.

BATTLE OVER BALLOT MEASURE

Republicans said a key factor in passage of right-to-work was what they consider an "overreach" by unions in Michigan.

On March 6 of this year, a union group including United Auto Workers union president Bob King announced that they would seek a November ballot initiative to enshrine in the Michigan constitution the right to collective bargaining.

"It was a power grab. In retrospect it was a huge mistake," said Scott Hagerstrom, Michigan state director of Americans For Prosperity, a conservative non-profit partially funded by the Koch brothers.

At a public meeting of labor and corporate officers last summer, Snyder said he deliberately pleaded with union leaders not to go forward with the ballot initiative.

"If you do this, you should anticipate you're going to create a divisive discussion on right-to-work also," Snyder told Reuters in an interview on Wednesday, recalling his remarks.

Unions pressed forward and some Republicans say that this essentially blew up a "gentlemen's agreement" between the unions and Republicans that neither would rock the boat on labor legislation in Michigan.

UAW President Bob King told Reuters that labor leaders pursued Proposal 2 because they expected a Republican push on right-to-work regardless.

The battle over Proposal 2 was nasty. Protecting Michigan Taxpayers, a group backed by DeVos, spent $22.7 million to oppose it, according to campaign finance disclosures filed with the state. DeVos family members alone provided $1.75 million of its funding, the records show.

Protect Working Families, a group backed by a union coalition that included the UAW, spent $22.9 million supporting Proposal 2, according to reports filed with the state. The UAW contributed about $5.6 million to that committee.

The proposition went down to defeat by 57 percent to 43 percent. Republicans interpreted this as suggesting that the public would support right-to-work, Colbeck said.

THE MOMENT IS NOW

After the November election, activists decided that the time was ripe to bring up right-to-work.

"As soon as the election ended, the dialogue on right-to-work just really ramped up," Snyder said.

Activists viewed Senate leader Richardville as the most hesitant of the Republican leadership. Rather than confront him, sponsors quietly tried to convince him and lobbied other members of the Republican caucus.

Richardville, who says he hails from a union family, admitted that he was hesitant about right-to-work and said he made his mind up slowly as he saw the support in his Republican caucus.

"There wasn't a eureka moment in that I finally see the light or a moment to jump up and down," he told Reuters.

Snyder, a former computer executive who had campaigned as a moderate in the 2010 election, had said for nearly two years that right-to-work was too divisive for Michigan, but said he would sign a law if the legislature passed it. After the election he tried to get labor leaders and Republicans together to discuss a compromise but he said those talks failed.

Snyder and Richardville both told Reuters that they had made up their minds to go through with right-to-work legislation after a December 5 meeting with longtime right-to-work advocate state House Speaker Jase Bolger. Snyder announced the decision a day later and the draft laws were given preliminary approval by the legislature within hours.

Sponsors inserted in the laws a provision allocating $1 million to implement the laws, a shrewd way to make it harder to overturn the laws by referendum because Michigan's constitution bars challenges of spending bills.

A media campaign was rolled out. Television advertising appeared across the state extolling the virtues of right-to-work produced by an agency linked to an associate of Dick DeVos.

Democrats and unions were outraged and said they were blindsided. More than 12,000 people demonstrated on the grounds of the state Capitol in Lansing. They floated giant gray balloons of rats named Snyder, Richardville, Bolger and DeVos.

It was too late. Republicans gave final approval to the bills while union members marched outside the building. Snyder signed them into law within hours.

Democrats have vowed retribution at the polls, suggesting possible recall elections of Michigan Republicans.

"There's been two or three recall attempts on me already," Snyder said. "When you're reinventing a state you're asking for large-scale change and when change comes, some people don't like it."

(Additional reporting by David Bailey and Deepa Seetharaman; Writing by Greg McCune; Editing by Mary Milliken and Lisa Shumaker)

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