It was winter in Madison, and Gov. Scott Walker was poised to reorder the state's fiscal and political landscape, perhaps for a generation.
The tool he chose for his far-reaching plan was the budget-repair bill, an often mundane piece of legislation designed to balance the government's books in the middle of a two-year budget cycle.
In Walker's hands, the bill became a bombshell. Tucked in the legislation was language to curtail collective bargaining for most public employees.
In the two weeks before Walker unveiled it, two veteran lawmakers - one a Republican and the other a Democrat - tried to dissuade Walker from a frontal assault on the unions.
In early February, Walker met with Senate President Mike Ellis, an independent and cantankerous Republican, fiscal hawk and son of a paper mill worker-union leader from Neenah.
Ellis wasn't shy. He implored Walker to drop the collective-bargaining piece of the bill before it went public and undermined Walker's early legislative successes.
At that point, according to Ellis, the plan on the table would have ended all collective bargaining except for firefighters, police and troopers - a broader plan than Walker ultimately introduced.
"My God, this is going to cause a firestorm," Ellis told Walker.
On the morning of Feb. 11, the day the budget-repair bill was released, Walker briefed his Democratic rivals, Assembly Minority Leader Peter Barca of Kenosha and Senate Minority Leader Mark Miller of Monona. Walker touted the cost saving for taxpayers from curtailing collective bargaining. He also cited the economic squeeze on the state budget, which faced deficits in the billions.
Barca told Walker that he had not mentioned a word of such a radical move during the governor's campaign. Walker bristled and sought to reassure Barca that every contingency was planned for, telling the lawmaker he had been consulting with the National Guard for a couple of months.
"You're making a huge mistake, and this is going to be met with massive resistance," Barca said.
The prediction came true.
Within days, Madison became the epicenter of protest, with demonstrators flooding the Capitol and filling the Square, thrusting a statewide story onto the national stage.
The Republicans finally passed the measure in March. But the changes are stalled in court, with a hearing Monday in the state Supreme Court. Meanwhile, GOP lawmakers are contemplating passing them again as unions and other opponents are gearing up to occupy an area just outside the Capitol.
How Walker, the state's political leadership, the demonstrators and the unions got to this point is the stuff of history.
The Journal Sentinel retraced the steps taken by many of the main actors in the political drama, through dozens of interviews with politicians, advisers and union officials and a review of bill drafts and other documents.
Walker declined interview requests to outline how he developed his plan, and most of his cabinet and budget officials did not comment.
"There are many who will want to dwell on the past in order to create conflict and hold Wisconsin back, but Governor Walker is focusing on the future," said a statement issued Friday by his office.
The story that unfolded in Madison featured a new governor introducing a brash plan and ready for a fight, but not the one he got, with Democratic senators fleeing the state and protesters flooding the Capitol. Publicly, the Democratic senators remained united, but behind the scenes, there were tensions and great pressure for them to find a way back home.
Some even routinely moved back and forth across the border.
It was a battle that would shape political careers, determine the power of unions and change the direction of Wisconsin.
Mike Ellis has been around Madison and political power for a long time. He was first elected to the state Legislature in 1970 - the year Walker turned 3.
But he had never before encountered anything like the plan Walker and his team were writing up. Ellis caught wind of what was happening when he spoke with Senate Majority Leader Scott Fitzgerald (R-Juneau), who already had been talking with the administration.
"Fitzgerald came in to tell me and said, 'You better sit down, you're not going to believe what I'm going to tell you,'" Ellis said.
"'He's going to do away with all unions,'" Ellis quoted Fitzgerald saying.
Republicans were stunned at the reach and secrecy of Walker's plan, Ellis said, and behind-the-scenes objections erupted as soon as Walker introduced it to his party's legislative leaders as well as caucuses.
But the plan should not have been a complete surprise. After all, Walker himself fired a warning shot a month after he was elected. During a Dec. 7 appearance in Milwaukee, the governor-elect first raised the possibility of abolishing state employee unions. The comments drew attention for a day, but few at the time seemed to sense how serious Walker was about such a move.
"The bottom line is that we are going to look at every legal means we have to try to put that balance more on the side of taxpayers and the people who care about services," said Walker, whose views on unions were hardened during eight years of battles as Milwaukee County executive.
Republican leadership initially doubted it could get the votes on Walker's plan, and Ellis said he argued strongly to save unions and instead concentrate on money-saving moves such as wage and benefit concessions. Those concessions were in the bill, which called for public-sector workers to kick in 5.8% of their salaries for pension contributions and 12% for health insurance.
"If you can't identify fiscal savings from a collective-bargaining item, why not leave it alone?" Ellis told Walker.
Ellis told Walker his plan would lead to the demise of private-sector unions as well.
"'No, no, that won't happen,'" Ellis said Walker responded.
Other sources confirm key parts of Ellis' account about the original bill.
A second Republican legislative leader, Rep. Robin Vos of Rochester, agreed that Walker had not wanted to allow any bargaining on wages. Notes by bill drafters also suggest the broader version was on the table.
Fitzgerald declined to give details or answer directly what Walker's initial plan or range of options was.
He dismissed the idea that Walker presented a fixed plan: "It didn't work that way."
Fitzgerald said there was a give-and-take discussion about collective bargaining with the Walker administration going back to December. He said some GOP senators and members of the Walker administration wanted to "decertify unions," but there wasn't any proposal imposed by the governor.
His brother, Assembly Speaker Jeff Fitzgerald (R-Horicon), said only that there were "several different options out there" and that he wasn't sure ending all collective bargaining was a plan advanced by the governor.
Walker's final version did allow for bargaining on wages as the only remaining negotiable item for the unions but limited increases to match the rate of inflation. Scott Fitzgerald said: "There was a lot of emphasis on making sure they could still negotiate for wages."
Vos was surprised by Walker's reach, but he and Scott Fitzgerald agreed they needed to give tools to schools and local units of government to control costs and absorb some $1billion in state aid cuts that would be made to their share of tax collections to help balance the next two-year budget.
They bought in, and broader Republican opposition melted as Walker promised to help Republicans weather the expected storm of criticism.
At a meeting in Ellis' conference room, a Walker aide assured lawmakers: "We will provide air cover."
But some recalcitrant GOP senators, including Ellis, would soon find themselves pressured from the right by TV ads financed by the state arm of Club for Growth, a national conservative group that joined efforts to push Walker's bill. R.J. Johnson, a political operative who worked on Walker's campaign for governor, is a key adviser to Wisconsin Club for Growth. Organizations such as Club for Growth are not required to disclose their donors' identities.
The ads may have contributed to Ellis and GOP senators - with one exception - lining up behind the final bill. But Ellis said some were in tune ideologically with Walker and others were reluctant to buck him early in his term.
The lone dissenting Republican senator was Dale Schultz of Richland Center, who said he knew early on that Walker's proposal had the "potential to tear social fabric."
Schultz said a "significant number" of senators were working to modify Walker's plan.
"I think in the end, people just got tired," he said.
While the Republicans worked the bill, the Democrats waited. They had heard rumors that the bill would be tough on public-sector unions, a vital force in their party through manpower and money.
They didn't know how tough.
The Democratic leaders got the news straight from Walker, though late in the game. Barca and Miller had a 45-minute meeting on Feb. 11, the day the bill would be formally released to the public. The media already had been briefed and the plan headlined the morning newspapers.
Barca said he told Walker: "I think we have a different vision of this state. I thought our goal was to build up the middle class. It seems like you really want to bring down the middle class."
The fight was on.
The Wisconsin State AFL-CIO labor network began airing ads attacking the bill. From the right, an ad by Crossroads GPS, a conservative issues advocacy group affiliated with Republican strategist Karl Rove, used the Wisconsin fight to go after unions.
Miller, an ex-Wisconsin Air National Guard pilot and new leader of a Democratic minority in the Senate, faced mounting pressures.
The minority Democrats were nearly defenseless and clearly desperate. They could prolong debate and offer amendment after amendment, but they appeared to have no way to stop the bill.
But Miller had the makings of a plan. He knew budget bills required a three-fifths quorum in the 33-member state Senate. There were 19 Republicans. A 20th member, a Democrat, would need to be present in the Senate to push the bill through.
On the morning of Feb. 17, as Republicans began gathering at the Capitol for a final vote on the bill, Miller convened his Senate caucus at state Democratic headquarters a half block from the Capitol, their preferred spot for political business. He had instructed his members to bring along a change of clothes.
He figured the legislative debate would either go long into the night or that the Democrats would embark on another path, to leave the state and deny the Republicans the quorum in the Senate.
But he wasn't sure what would happen. He didn't even tell his wife, who that morning had left for a family reunion in California. His wife wanted to surprise him, and had left a dinner cooking in a crockpot.
"There was a real sense of injustice being perpetrated on workers in our state, and it was so obvious it was railroaded through before people had a chance," Miller said. "We needed to do something responsible in order to be able to slow the bill down."
The meeting lasted less than an hour. Not all the members were there. Sen. Tim Cullen (D-Janesville) was in the Capitol. He had been asked by the family of former Supreme Court Justice William A. Bablitch to meet with reporters to talk about his longtime friend. Bablitch had died just after midnight.
The caucus quickly agreed to leave.
They headed to Illinois.
Later that morning, Scott Fitzgerald went in search of the Democrats.
"Where's Sen. Miller?" Fitzgerald asked the minority leader's staff. He got no good answer.
Some of the Democrats took their own cars. Others, like Miller, hitched rides with colleagues.
The last to leave was Cullen.
He knew he had to be out of the Capitol by 11 a.m., when the Senate was scheduled to assemble. He called Ellis, who agreed that Cullen must represent the interests of the Bablitch family. Ellis asked whether Cullen could be out of the building by 10:45 a.m.
Cullen talked to reporters about Bablitch, then waded through the crowd with the help of a staff member. As word leaked out that Democratic senators had hit the road, union members scrambled to block the entry to the Senate chambers to make sure that Cullen wouldn't be forced into a session, said Kevin Gibbons, co-president of the University of Wisconsin-Madison teaching assistants association.
When Cullen got to his car and was driving away, his cellphone rang. It was Ellis, who asked: "Are you away from the Capitol?"
Shortly afterward, Ellis issued a call of the house - a legislative procedure requiring attendance of absent members.
The Democrats agreed to meet at the Clock Tower Resort in Rockford, about 25 miles over the border. It wasn't too long before the news media caught up with them.
The Democrats were shocked by the interest in the story.
Miller figured they would be out of state for a week or so - time to give the public a chance to digest the bill.
"We just needed to leave, create some space for the debate to take place, and we'd react to the situation as it developed," he said.
The situation in Madison was chaotic.
Protest crowds built dramatically, as did national attention and the media interest. Republicans tried a series of legal gambits to force the Democrats to return. None was successful. With every day, it seemed, the stakes grew and the positions hardened, making a compromise ever more unlikely.
In Madison, the labor war room was in the Concourse Hotel across the street from the Capitol.
"We had a revolution to plan," said Rich Abelson, head of AFSCME District Council 48, the Milwaukee-based public employee union. His union and others had long sparred with Walker. Emails showed that on the day of the Democrats' departure, national union officials were offering talking points to Democrats to explain their absence.
For the Democrats, life on the road became a series of clandestine meetings in hotels in northern Illinois to avoid tea party protesters.
Labor leaders, state and national, as well as Democratic Party officials, stayed in close touch with the senators even as they worked to keep the protests going - and growing.
The calls accelerated whenever rumors surfaced that one or more of the senators were thinking of coming back from Illinois. One labor official said there was "a lot of drama" over keeping all 14 across the border.
"I wouldn't call it pressure," said Sen. Spencer Coggs (D-Milwaukee), himself a former City of Milwaukee union steward. National figures, he said, "wanted to know if we'd continue this as long as it takes."
The Wisconsin strategy spread to Indiana shortly after Miller and company departed the state. Indiana Democrats went to Illinois to try to slow a GOP-backed labor bill there.
One of those calling Coggs was John Stocks, a former Wisconsin teachers union official and incoming head of the National Education Association. NEA set up a fundraising arm, "51 Fund," to help mobilize rallies, and Stocks has the ear of pro-labor Democratic elected officials.
Democrats also got calls from Georgia congressman and civil-rights leader John Lewis and U.S. Senate Majority Leader Harry Reid of Nevada.
Eventually, Miller and a key group of legislators bunked in at a home in Woodstock, Ill., that belonged to a relative of Sen. Kathleen Vinehout (D-Alma).
The Democrats said they paid their own way while on the road.
A few of them even hopped back and forth to Wisconsin for clean changes of clothing. Cullen returned to his home about half the time, went to different locations to buy newspapers and even checked with Rock County Sheriff Robert D. Spoden to make sure he couldn't be compelled to appear at the Capitol.
The 14 Democratic senators agreed that none of them would break ranks and return to Madison alone.
"If someone had gone back (to the Capitol), that person would have been a modern-day Benedict Arnold," Coggs said.
Those in safe seats were more inclined to stay. But moderates and those who might face a recall were looking for a way to get a compromise to return home.
The catalyst for the talks over a compromise was, in Democrats' view, the Feb. 22 prank phone call Walker took from a blogger impersonating billionaire conservative activist and businessman David Koch. It was a low point for Walker when audio from the call showed he had considered planting troublemakers amid the protesters at the Capitol.
Miller thought Walker would cave in after this, terming it a "Watergate moment."
Cullen and Robert Jauch of Poplar were two veteran Democratic senators looking for some way to cut a deal.
"I felt we accomplished our purpose - to slow it down and let the public be heard," said Cullen. "So I started to push in the first seven to 10 days, 'what was our exit strategy?'"
Cullen was on his second go-round in the Legislature. He served from 1975 to 1987 and was majority leader for nearly five years until he was appointed secretary of the Department of Health and Social Services by Republican Gov. Tommy G. Thompson. He later spent 20 years working for Blue Cross/Blue Shield.
"Nothing in my background prepared me to operate in this rigidly divided environment," Cullen said. "Tommy Thompson would have never put that bill forward."
He feared the Democrats were at a "tipping point," where the downside of staying in Illinois would outweigh the value of staying.
"There was not an exit strategy," he said. "The answer was always, 'We don't know, but for now, let's stay.'"
Along with Jauch, Cullen reached out to Republicans, including GOP strategist and businessman Gerald Whitburn, who served with Cullen in the Thompson administration.
Some on the Democratic side viewed Cullen as well-intentioned but naive about what he could get done with Walker.
"He's trapped in a time bubble, believes it's the same fraternity as 30 years ago," said one prominent labor source.
Poor communications hobbled matters - a result of a crisis erupting at the beginning of a new administration.
"People didn't know the governor's staff," Jauch said. "People didn't know the governor ... he had no relationship with us. And we ended up in a gunfight with no ability to mediate the terms by which you could find the peace."
There were talks, but Walker and Miller never sat face to face.
Pressure ratcheted up on both sides to stand firm, dimming any real hopes for an old-school, bring-all-the-parties-to-the-table compromise that might have been seen a decade or two earlier, in less polarized times.
Whitburn began acting as a go-between.
That led to the first secret meeting on Feb. 28 at a Kenosha-area McDonald's between Cullen, Jauch and Scott Fitzgerald. The discussions were amiable, both sides said.
"There was never any fist-pounding or demands," Cullen said.
But they made little headway, in part because Democrats were asking for changes that already had been rejected by Assembly Republicans during more than 60 hours of debate. Scott Fitzgerald would have a hard time persuading his brother, Jeff, to agree to the changes.
That led to a second meeting on March 2.
Cullen got a call about 6:30 p.m. from Keith Gilkes, Walker's chief of staff. Gilkes and his deputy, Eric Schutt, were willing to meet that night. They arrived at 9 p.m. at the same McDonald's.
Miller joined Cullen and Jauch for two hours of negotiations. Both sides agreed to slight language changes to soften the blow on public workers as a means to hasten the Democrats' return to Wisconsin.
Miller later told Jauch the Republicans weren't offering enough.
Nothing more happened until Gilkes, Schutt, Cullen and Jauch met again March 6, this time at a Best Western hotel in South Beloit, Ill.
Walker's side agreed to several changes, and the parties made enough progress that they made calls to review wording with Bob Lang, director of the nonpartisan Legislative Fiscal Bureau.
Among the items agreed to:
Bargaining over wages would no longer be limited to the rate of inflation; unions could bargain over workplace safety issues; the time period to recertify unions would jump from one to three years; and the Legislature's budget-writing committee would retain oversight over changes in state Medicaid health programs.
Walker also had wanted broad powers to reshape Medicaid.
"To me that was a substantial package of improvements that would have meant a lot to public employees," Cullen said.
But the next day, Miller and Walker publicly accused each other of not seriously negotiating.
Miller's posture troubled Republicans.
"We were never going to give collective bargaining back completely. It was like we were negotiating with ourselves," said one source in the Walker administration. "We'd make a compromise offer and they would come back with the original."
Democratic senators said Miller was simply representing the view of the majority of his caucus.
Coggs said it seemed like Walker was "trying to peel us off one a time" instead of continuing to negotiate with Miller present.
Meanwhile, labor leaders viewed the Walker side's offerings as woefully inadequate.
"We didn't see Walker's stuff as a real deal," said AFSCME's Abelson.
Neither side wanted to give in.
Blaming both Democrats and Republicans, Jauch said, "it was clear that there were a lot of individuals who liked the conflict the way it was - they seemed to think they were winning."
The Democrats had no end game.
But the Republicans did. They put theirs into play on March 9, with the Senate stripping out the collective-bargaining portion of the budget-repair bill and passing the separate measure at a raucous, hastily called meeting whose legality remains under challenge. Thousands of demonstrators raced to the Capitol, surged past security and flooded the rotunda, chanting late into the night.
Theories abound on why the GOP waited weeks to force the bill through.
Republicans and many Democrats assumed the absent senators would return quickly. The unprecedented protests knocked GOP strategists back on their heels for a while. Also, Republicans hesitated to carve out the union limits into a separate bill that could be treated as "nonfiscal," even though it had financial implications.
That move would get around the need to have any Democrats on hand for the essential three-fifths quorum, but it also would let Democrats argue the union bill had nothing to do with fixing the budget crisis.
Ultimately, according to Republican legislative sources, some senators got fed up with protests and the Democrats' absence; were upset that Walker's team was negotiating after saying it would not; and a few members' support appeared to be wavering.
For the Democrats, the political fight was finished.
The 14 senators returned to Madison on March 12 - two days after the bill cleared the Assembly and a day after it had been signed by Walker. The senators were met by tens of thousands of supporters.
"There were people with tears in their eyes welcoming us back because of the powerful emotions that had been aroused by this assault on basic fairness in Wisconsin," Miller said. "People wanted to express their appreciation for the role that we played in that. It's like nothing I've ever been part of before."
Cullen had a different view as he and the others walked through the mass of demonstrators to a podium set on the Capitol steps.
"It was an amazing experience...it was an amazing walk to take," Cullen said. "But as I am looking at these people they really don't know how close we were to actually not fixing the bill, but making it a lot less horrendous than it is today."
For the Republicans, there was no public celebration. Amid the tumult, they had placed their imprint on the state.
Vos said that the collective-bargaining legislation - as long as it ultimately becomes law - provides an answer to the "daunting task" that faced him and other Republicans after the November election: how to make the cuts needed to balance the state's massive budget deficit without raising taxes or devastating priority areas such as education.
"I really thought it would require massive cuts," Vos said Friday at the Capitol as he rushed from one budget meeting to the next. "Luckily, because we had the tools put into place, we did not have to have those cuts. And I think that's really one of the things we should be most proud of."
Jason Stein, Patrick Marley, Daniel Bice and Don Walker, all of the Journal Sentinel staff, also contributed to this report.Wisconsin WaveWisconsin WaveWisconsin Wave