Critics of the progressive decline in membership in Australian unions attribute the predicament to a failure to develop independent organising strategies during decades of passive over-reliance on preference clauses under a compulsory industrial arbitration system. To test the historical validity of these accusations, this article examines six major unions in Rockhampton during 40 years under a state Labor arbitration system. Using a broad definition of organising - recruitment of members, fostering membership participation and creating union awareness and presence in the workplace - this paper reveals two fallacies about union 'dependence'. Firstly, not all unions relied on arbitration for organising: denied the privilege of preference or by choice, some adopted mobilisational strategies. Secondly, rather than being passively dependent on preference clauses, arbitrationist unions actively exploited the system. Through an intimate relationship between compliant unions and Queensland Labor's apparatus, arbitration facilitated organising for and empowered those unions. In the past decade, the Australian union movement has made a concerted effort to devise new strategies for union organising to stem a progressive, and now acute, decline in membership. From a peak of some 60 per cent in the 1950s, unionisation of the workforce has plummeted to only 25 per cent in 2000.1 Industrial relations commentators direct much of their criticism for this predicament at unions themselves for failing to develop adequate recruitment strategies to cope with changing economic circumstances and increasingly deregulated workplace relations. Inability to adapt to these changes, critics claim, stems from complacency bred by years of reliance on Australia's unique system of state-controlled compulsory arbitration. Under that regime, unions were supposedly 'buttressed' by preference clauses in awards which guaranteed membership with minimal organising effort.2 In sheeting home much of the blame for the contemporary situation to the union movement's adherence to 'traditional labourism',3 these critics fail to appreciate the ways in which some unions actively exploited the arbitration system to facilitate organising. They also overlook other organising strategies used by unions in the arbitration era, either through necessity or choice. Investigating past strategies is unlikely to present any solutions for the current dilemma because social circumstances and practices have changed as profoundly as the political and economic. Rather, the intention of this paper is to shed light on the past for its own sake and to redress the gaps in historical knowledge. This paper begins from the viewpoint that union organising involves more than simply amassing membership. It also includes fostering rank-and-file participation in union affairs. Moreover, reflecting Bradon Ellem's view that the best organising strategy is 'the traditional base of trade unionism - the vigorous defence of wages and conditions',4 organising entails creating a strong union awareness and presence in the workplace to protect workers' interests to the greatest possible extent.