In the

United States Court of Appeals

For the Seventh Circuit ____________________

No. 16-3585

ILLINOIS LIBERTY PAC,

Political Action Committee 

registered with the 

Illinois State Board of Elections, 

EDGAR BACHRACH, and KYLE MCCARTER,

Plaintiffs-Appellants,

v.

LISA MADIGAN, Attorney General 

of the State of Illinois, et al.,

Defendants-Appellees.

____________________

Appeal from the United States District Court 

for the Northern District of Illinois, Eastern Division.

No. 12-cv-5811 — Gary Feinerman, Judge.

____________________

ARGUED SEPTEMBER 27, 2017 — DECIDED SEPTEMBER 13, 2018

____________________

Before RIPPLE, SYKES, and HAMILTON, Circuit Judges.

SYKES, Circuit Judge. Illinois Liberty PAC, Edgar Bachrach, 

and Kyle McCarter (collectively, “Liberty PAC”) sued Illinois 

officials under 42 U.S.C. § 1983 alleging that certain cam-
2 No. 16-3585

paign contribution limits set by the Illinois Disclosure and 

Regulation of Campaign Contributions and Expenditures 

Act (“the Act”), 10 ILL. COMP. STAT. 5/9-1 et seq. (2016), violate 

the First Amendment. Invoking the intermediate-scrutiny 

framework of Buckley v. Valeo, 424 U.S. 1 (1976), Liberty PAC 

challenges four parts of the Act that it contends are not 

closely drawn to prevent quid pro quo corruption or its 

appearance. First, the Act sets lower contribution limits for 

individuals than for corporations, unions, and other associations. 10 ILL. COMP. STAT. 5/9-8.5(b)–(d). Second, the Act 

allows political parties to make unlimited contributions to 

candidates during a general election. Id. Third, a waiver 

provision lifts the contribution limits for all candidates in a 

race if one candidate’s self-funding or support from independent expenditure groups exceeds $250,000 in a statewide 

race or $100,000 in any other election. Id. 5/9-8.5(h). And 

fourth, certain legislators may form “legislative caucus 

committees,” which, like political party committees, are 

permitted to make unlimited contributions to candidates

during a general election. Id. 5/9-1.8(c).

The district judge dismissed the first three claims at the 

pleadings stage, reasoning that Supreme Court precedent 

foreclosed them. The judge then held a bench trial to determine if the Act’s more lenient regulation of legislative caucus 

committees—classifying them with political party committees—shows that the Act is not closely drawn to prevent 

quid pro quo corruption or its appearance. The judge ruled 

for the defendants, finding that legislative caucus committees are sufficiently similar to political party committees to 

justify their identical treatment under the Act.
No. 16-3585 3

We affirm across the board. The Supreme Court’s 

campaign-finance cases plainly foreclose any argument that 

the Act’s contribution limits for individual donors are too 

low or that the limits for other donors are too high. To 

overcome this impediment, Liberty PAC argues that the Act 

is fatally underinclusive by favoring certain classes of donors 

over others. But the Court has repeatedly upheld a similar 

federal campaign-finance scheme setting lower contribution 

limits for individuals than for other categories of donors, 

including political parties. See, e.g., McConnell v. FEC,

540 U.S. 93, 187–88 (2003), overruled on other grounds by 

Citizens United v. FEC, 558 U.S. 310, 319 (2010); FEC v. Colo. 

Republican Federal Campaign Comm., 533 U.S. 431, 455–56 

(2001); Buckley, 424 U.S. at 35–36. The Court has also said 

that a waiver provision like the one Illinois has adopted

would not be unconstitutional. See Davis v. FEC, 554 U.S. 724, 

737 (2008). Finally, on the record before us, we see no basis to

disturb the judge’s factual findings that legislative caucus 

committees are sufficiently akin to political party committees

to justify Illinois’s decision to treat them alike. 

I. Background

Illinois Liberty PAC is a political action committee that 

makes contributions to Illinois legislative candidates who 

support free-market principles. Bachrach, an individual

donor, contributes to Illinois legislative candidates and 

political action committees. McCarter is an Illinois state 

senator. But for Illinois’s regulatory regime governing 

contribution limits for elections to state offices, Liberty PAC 

and Bachrach would contribute more to candidates, 

Bachrach would contribute more to political action committees, and McCarter would solicit and accept larger contribu-
4 No. 16-3585

tions from donors. Together they filed this § 1983 lawsuit 

against Illinois Attorney General Lisa Madigan and members of the Illinois State Board of Elections to challenge 

certain of the Act’s contribution limits. 

The Act groups political donors into three broad categories: (1) individuals; (2) political committees; and (3) corporations, labor unions, and other associations. 10 ILL. COMP.

STAT. 5/9-8.5(b). There are several types of political committees: political party committees, candidate political committees, political action committees, and legislative caucus 

committees. Id. 5/9-1.8(a). A political party committee is the 

state, county, or ward committee of a political party. Id. 5/9-

1.8(c). Each candidate for public office may have one candidate political committee, which is composed of the candidate 

himself or the group that accepts contributions on his behalf. 

Id. 5/9-2(b). A political action committee or “PAC” is a group 

of people or an organizational association that accepts

contributions, makes expenditures, and makes electioneering communications related to a political race exceeding 

$3,000 in a 12-month period. Id. 5/9-1.8(d). Finally, a legislative caucus committee is “established for the purpose of 

electing candidates to the General Assembly.” Id. 5/9-1.8(c).

A legislative caucus committee may be formed by the majority and minority leaders of the Senate and House, or by a 

group of five state senators or ten state representatives in the 

same partisan caucus. Id.

The Act sets different base contribution limits depending 

on the identity of the donor and recipient. An individual

may contribute $5,000 to a single candidate in a given election cycle; $10,000 to a political action committee; and 
No. 16-3585 5

$10,000 to a political party committee.1 § 5/9-8.5(b)–(d). A 

corporation, labor union, or other association may contribute 

twice as much as an individual: $10,000 to candidates;

$20,000 to political action committees; and $20,000 to political party committees. Id. A political action committee may

contribute $50,000 to candidates, other political action 

committees, and party committees. Id. A political party 

committee may contribute up to $200,000 for a statewide 

candidate during a primary election and an unlimited 

amount during a general election. Id.

The Act has two additional features at issue in this case.

First, if a candidate’s self-funding or independent spending

in support of the candidate exceeds $250,000 in a statewide 

race or $100,000 in any other election, then the contribution 

limits are waived for all candidates in that race. § 5/9-8.5(h). 

Second, as we’ve noted, the Act authorizes certain legislative 

leaders and groups of legislators to create legislative caucus 

committees. These are powerful political tools: legislative 

caucus committees are subject to the same generous contribution limits as political parties, but a candidate may not 

accept contributions from more than one legislative caucus 

committee in a given election cycle. § 5/9-8.5(b). 

Liberty PAC’s original complaint alleged that the Act 

violates the First Amendment because it is not closely drawn 

to prevent quid pro quo corruption or its appearance.2 The 

 

1 The contribution limits have been adjusted upward for inflation since 

the Act was enacted. See 10 ILL. COMP. STAT. 5/9-8.5(g). We use the 

original figures throughout the opinion for simplicity’s sake.

2 McCarter was added as a plaintiff when Liberty PAC filed its amended 

complaint. 
6 No. 16-3585

complaint challenged three aspects of the regulatory regime: 

(1) the provision setting higher contribution limits for corporations, unions, and other associations than for individuals; 

(2) the provision allowing political parties to make unlimited 

contributions to candidates in general elections; and (3) the

waiver provision eliminating all contribution limits if one

candidate’s self-funding or independent spending in support of the candidate exceeds the thresholds mentioned 

above. The complaint also alleged that the Equal Protection 

Clause of the Fourteenth Amendment requires strict judicial 

scrutiny of classifications among donors. Soon after filing its 

complaint, Liberty PAC moved for a preliminary injunction.

In a comprehensive opinion, the judge denied the motion, reasoning that Liberty PAC was unlikely to succeed on 

any of its claims in light of adverse Supreme Court precedent. Ill. Liberty PAC v. Madigan, 902 F. Supp. 2d 1113 (N.D. 

Ill. 2012). Specifically, the judge explained that the Court has 

(1) routinely upheld similar gradations of contribution limits 

for different classes of donors; (2) implied that political 

parties must be treated more favorably than other groups 

given the unique relationship between parties and candidates; and (3) endorsed a materially similar waiver provision. Id. at 1118–25. The judge also ruled that Liberty PAC’s 

argument for strict scrutiny under the Equal Protection 

Clause was unlikely to succeed because the Court consistently applies intermediate scrutiny to contribution limits. Id. at 

1126. We summarily affirmed that order.

In an amended complaint, Liberty PAC reasserted its earlier claims and added a claim challenging the Act’s treatment of legislative caucus committees. Liberty PAC alleged 

that the legislative caucus committees present an outsized 
No. 16-3585 7

risk of quid pro quo corruption given their special fundraising abilities and their leaders’ roles in the policymaking 

process, yet the Act treats them more favorably than political 

action committees, other organizational associations (including corporations and unions), and individuals.

The defendants moved to dismiss the second complaint

for failure to state a claim. See FED. R. CIV. P. 12(b)(6). The 

judge granted the motion with respect to Liberty PAC’s 

original claims, incorporating the reasoning in his earlier 

order denying preliminary injunctive relief. The judge

declined to dismiss the new claim pertaining to legislative

caucus committees, giving the parties an opportunity to

develop a more complete record. The parties filed crossmotions for summary judgment on that claim, but the judge

denied both motions and held a bench trial.

Liberty PAC presented testimony from Dr. Marcus 

Osborn, who offered three reasons why legislative caucus 

committees should be classified as political action committees rather than political party committees: (1) the structure 

of legislative caucus committees amplifies the risk of quid 

pro quo corruption; (2) legislative caucus committees use

different strategies to fund candidates than political parties; 

and (3) legislative caucus committees are more susceptible to 

the influence of interest groups. The defendants presented 

limited testimony from an official at the State Board of 

Elections, who told the court that the Board has never made 

a negative audit finding against a legislative caucus committee. 

Following trial, the judge issued a Rule 52(a) order explaining his findings of fact and conclusions of law and 

entering judgment for the defendants. The judge found 
8 No. 16-3585

Dr. Osborn’s opinion testimony unconvincing and rejected 

as implausible Liberty PAC’s contention that legislative 

caucus committees “give legislative leaders materially more

power over their respective caucuses.” Ill. Liberty PAC v. 

Madigan, 212 F. Supp. 3d 753, 760 (N.D. Ill. 2016). He found 

that the substantial overlap between legislative caucus 

committees and the political parties to which they are linked 

was far more compelling: legislative leaders participate in 

party activities as well as caucus, committee, and other 

legislative work, and the parties and caucus committees

share the same general goals. The judge concluded that any 

difference between legislative caucus committees and political parties does not materially affect the risk of quid pro quo 

corruption or its appearance, so Illinois’s decision to treat 

them alike survived intermediate scrutiny.

II. Discussion

Liberty PAC challenges the judge’s rulings rejecting its 

four First Amendment claims.3 Three of those claims come 

to us from a Rule 12(b)(6) dismissal; the remaining claim is 

before us on a Rule 52(a) order after a bench trial. We review 

a dismissal order de novo. Tagami v. City of Chicago, 875 F.3d 

375, 377 (7th Cir. 2017). A claim to relief must be “plausible 

on its face” to survive a Rule 12(b)(6) motion to dismiss. Bell 

Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007). We review the 

 3 Liberty PAC did not appeal the dismissal of its equal-protection claim. 

It does, however, advance an argument that the First Amendment 

requires strict judicial scrutiny of contribution limits. This argument is 

foreclosed by Buckley and its successors. As we explain in the text, the 

Supreme Court has adopted a form of intermediate scrutiny for use in 

First Amendment challenges to contribution limits.
No. 16-3585 9

judge’s factual findings following a bench trial for clear error

and his conclusions of law de novo. Winforge, Inc. v. Coachmen Indus., 691 F.3d 856, 868 (7th Cir. 2012). A finding is 

clearly erroneous if we are “left with the definite and firm 

conviction that a mistake has been committed.” Id. 

Most laws that burden political speech are subject to 

strict scrutiny. Citizens United, 558 U.S. at 340. For challenges 

to contribution limits, however, the Supreme Court has 

adopted a form of intermediate scrutiny: “Campaign contribution limits are generally permissible if the government can

establish that they are ‘closely drawn’ to serve a ‘sufficiently 

important interest.’” Wis. Right to Life State PAC v. Barland,

664 F.3d 139, 152 (7th Cir. 2011) (quoting Buckley, 424 U.S. at

25). The prevention of “actual or apparent quid pro quo 

corruption is the only interest the Supreme Court has recognized as sufficient to justify campaign-finance restrictions.” 

Id. at 153.

A. Individual Contribution Limits

Illinois allows corporations, labor unions, and other associations to contribute $10,000 to candidates in a given election cycle but limits individual contributions to $5,000. 

Liberty PAC does not argue that these limits are unconstitutional when considered independently. The Supreme Court 

has routinely upheld similar base contribution limits as 

“serving the permissible objective of combatting corruption,” McCutcheon v. FEC, 572 U.S. 185, 192–93 (2014), so long 

as those limits do not restrict too much political speech, see 

Buckley, 424 U.S. at 21. Using this framework, the Court has 

invalidated individual contribution limits ranging from $200 

to $400 as too low, Randall v. Sorrell, 548 U.S. 230, 249–53

(2006) (plurality opinion), but upheld individual contribu-
10 No. 16-3585

tion limits at or just above $1,000, Nixon v. Shrink Mo. Gov’t 

PAC, 528 U.S. 377, 395–97 (2000); Buckley, 424 U.S. at 21. 

Illinois’s limits on contributions to candidates—$5,000 for

individual donors and $10,000 for corporations, unions, and 

other associations—easily survive scrutiny under this precedent. Liberty PAC concedes as much.

Liberty PAC nonetheless contends that the contribution 

limits impermissibly discriminate against individual donors

relative to corporations, unions, and other associations. It 

maintains that the defendants have the burden to show that 

“a contribution from an individual to a candidate that ranges 

from $5,001 to $10,000 presents an intolerable threat of 

corruption, while a contribution from a corporation, union, 

or association to a candidate in that same range does not.” 

Relatedly, Liberty PAC complains that the judge wrongly 

dismissed this claim on the pleadings without putting the 

defendants to this evidentiary burden.

This cluster of arguments misunderstands the government’s burden in a campaign-finance challenge like this one. 

The focus of the “closely drawn” inquiry in this context is 

whether the contribution limits for individual donors are 

above the “lower bound” at which “the constitutional risks 

to the democratic electoral process become too great.” 

Randall, 548 U.S. at 248 (plurality opinion). As long as the 

challenged contribution caps exceed that lower boundary, 

the Supreme Court has “extended a measure of deference to 

the judgment of the legislative body that enacted the law.” 

Davis, 554 U.S. at 737; see also Randall, 548 U.S. at 248 (plurality opinion) (“We cannot determine with any degree of 

exactitude the precise restriction necessary to carry out the 

statute’s legitimate objectives.”). That’s because “a court has 
No. 16-3585 11

no scalpel to probe, whether, say, a $2,000 ceiling might not 

serve as well as $1,000.” Buckley, 424 U.S. at 30 (quotation 

marks omitted).4

Liberty PAC’s claim is better understood as a contention 

that the Act is fatally underinclusive. In other words, Liberty 

PAC essentially argues that Illinois’s “failure to restrict other 

speech equally damaging to [its anticorruption interest] 

undercuts [its] position” that the limits on individual contributions are closely drawn to prevent corruption or its appearance. Williams-Yulee v. Fla. Bar, 135 S. Ct. 1656, 1668

(2015). This is a difficult argument to make because “the 

First Amendment imposes no freestanding ‘underinclusiveness limitation.’” Id. (quoting R.A.V. v. St. Paul, 505 U.S. 377, 

387 (1992)). To state a cognizable First Amendment claim,

Liberty PAC must do more than allege that a law restricts 

too little of another person’s speech, Davis, 554 U.S. at 737, or 

that Illinois could have better served its anticorruption 

interest by adjusting certain contribution limits up or down, 

see Williams-Yulee, 135 S. Ct. at 1671 (rejecting the argument 

 

4 The Court has also deferred to legislative judgments setting contribution limits when the challenge proceeds under the Equal Protection 

Clause. See Cal. Med. Ass’n v. FEC, 453 U.S. 182, 201 (1981) (stating that 

differing restrictions placed on different types of donors “reflect a 

judgment by Congress that these entities have differing structures and 

purposes, and that they therefore may require different forms of regulation in order to protect the integrity of the election process”); McConnell 

v. FEC, 540 U.S. 93, 188 (2003), overruled on other grounds by Citizens United

v. FEC, 558 U.S. 310, 319 (2010) (stating that “Congress is fully entitled to 

consider the real-world differences” between donor groups). As we’ve 

noted, Liberty PAC does not challenge the dismissal of its equalprotection claim.
12 No. 16-3585

that different campaign-solicitation restrictions would have

better targeted the interest in avoiding corruption or its 

appearance). Liberty PAC must instead plausibly plead that

Illinois was not actually concerned about corruption when it 

promulgated the individual contribution limits. It has not 

done so.

Buckley is instructive on this point. That iconic case resolved a broad-spectrum challenge to the Federal Election 

Campaign Act of 1971 (“FECA”). Relevant here is the 

Court’s rejection of a challenge to a provision setting the 

contribution limit for political action committees five times 

higher ($5,000) than the limit for ad hoc organizations and 

individual donors ($1,000). 424 U.S. at 35–36. The Court 

brushed aside the contention that this difference in treatment 

undermined the regulatory aim of the limit on individual 

donors and ad hoc organizations, saying it was “without 

merit” because the higher limits for political action committees simply “enhance[d] the opportunity for bona fide 

groups to participate in the election process.” Id.

Similarly here, Illinois could set higher limits for contributions from corporations, unions, and associations without 

fatally undermining the anticorruption interest served by the 

somewhat lower limits on contributions from individual 

donors. Indeed, the Court rejected a similar challenge in 

Buckley despite a much larger disparity between the limits 

on donor categories than is at issue here. Liberty PAC has 

not pointed to any case that would authorize us to invalidate 

Illinois’s $5,000 contribution limit for individual donors 

merely because unions, corporations, and other associations 

can contribute twice that amount. In light of Buckley, and 

considering the limited nature of the underinclusiveness 
No. 16-3585 13

inquiry and the utter lack of support for Liberty PAC’s 

position, the judge correctly dismissed this claim on the 

pleadings.

B. Political Party Committees

Liberty PAC next contends that the Act violates the First 

Amendment by exempting political parties from the limits 

on contributions to candidates in a general election. As 

before, Liberty PAC does not challenge the exemption 

standing alone. See Davis, 554 U.S. at 737 (“There is ... no 

constitutional basis for attacking contribution limits on the 

ground that they are too high.”). Again, Liberty PAC argues 

that treating political parties more favorably renders the 

limits on individuals and PACs fatally underinclusive.

Our analysis begins with FEC v. Colorado Republican Federal Campaign Committee (“Colorado II”), 533 U.S. 431 (2001). 

There the Court upheld federal limits on expenditures by

political parties in coordination with their candidates, which 

were deemed to be the equivalent of contributions. Id. at 

455–56. Applying the same intermediate-scrutiny test that 

applies to limits on contributions to candidates by individuals and nonparty organizations, the Court accepted the 

government’s argument that the coordinated expenditure 

limits were closely drawn to serve the important interest of

preventing “the risk of corruption (and its appearance) 

through circumvention of valid contribution limits.” Id. at 

456.

It does not follow from Colorado II, however, that the First 

Amendment forbids regulation that treats political parties 

more favorably when it comes to contribution limits, as 

Liberty PAC appears to argue. Indeed, the coordinated
14 No. 16-3585

expenditure limits at issue in Colorado II—ranging from 

$67,560 to $1,636,438 for U.S. Senate candidates, depending 

on state population—were vastly higher than the $1,000 

limit on individual contributions to a candidate and the 

$5,000 limit on PACs. Id. at 439 n.3, 442 n.7.

And the four dissenters in Colorado II expressed their 

view that a political party’s contributions to its candidates 

cannot be limited at all. See id. at 473–82 (Thomas, J., dissenting). The dissenters explained that “[t]he very aim of a 

political party is to influence its candidate’s stance on issues 

and, if the candidate takes office or is reelected, his votes.” 

Id. at 476 (quotation marks omitted). That, the dissent said, 

“is the very essence of our Nation’s party system of government.” Id. at 477. So while it’s possible to “speak of an 

individual citizen or a political action committee corrupting 

or coercing a candidate, ... [w]hat could it mean for a party 

to ‘corrupt’ its candidate or to exercise ‘coercive’ influence 

over him?” Id. (internal quotation marks omitted).

Two years later in McConnell v. FEC, the Court rejected 

an argument that the Bipartisan Campaign Reform Act of 

2002 (“BCRA”) unconstitutionally discriminates against 

political parties as compared to special-interest groups like

the National Rifle Association and American Civil Liberties 

Union. 540 U.S. 93, 187–88. The Court explained that Congress may set different rules for political parties than other 

groups: 

BCRA actually favors political parties in many 

ways. Most obviously, party committees are 

entitled to receive individual contributions that 

substantially exceed FECA’s limits on contributions to nonparty political committees; indi-
No. 16-3585 15

viduals can give $25,000 to political party 

committees whereas they can give a maximum 

of $5,000 to nonparty political committees. In 

addition, party committees are entitled in effect to 

contribute to candidates by making coordinated expenditures, and those expenditures may greatly exceed the contribution limits that apply to other 

donors.

More importantly, however, Congress is fully 

entitled to consider the real-world differences between political parties and interest groups when 

crafting a system of campaign finance regulation.

Interest groups do not select slates of candidates for elections. Interest groups do not determine who will serve on legislative 

committees, elect congressional leadership, or 

organize legislative caucuses. Political parties 

have influence and power in the Legislature 

that vastly exceeds that of any interest group. 

As a result, it is hardly surprising that party affiliation is the primary way by which voters 

identify candidates, or that parties in turn have 

special access to and relationships with federal 

officeholders. Congress’[s] efforts at campaign finance regulation may account for these salient differences.

Id. at 188 (emphases added) (citations omitted).

Colorado II and McConnell establish the principle that 

campaign-finance laws may draw distinctions between 

political parties and other political donors—indeed, may 

substantially favor them in setting contribution limits—
16 No. 16-3585

without running afoul of the First Amendment. Accordingly, 

Illinois’s choice to allow political parties to provide unlimited support to their candidates in a general election does 

not “raise[] a red flag” that the state is not actually concerned 

about corruption or its appearance elsewhere in the Act. 

Williams-Yulee, 135 S. Ct. at 1668.

C. Waiver Provision

Liberty PAC next contends that the Act’s waiver provision—lifting contribution limits for all candidates in a race if 

one candidate’s self-funding or support from independent

expenditure groups exceeds certain ceilings—fatally undermines Illinois’s anticorruption rationale for the limits on 

individual and PAC donations. As Liberty PAC sees it, the 

waiver rule was designed to level the playing field, an 

impermissible justification for campaign-finance restrictions.

See generally Ariz. Free Enter. Club’s Freedom Club PAC v. 

Bennett, 564 U.S. 721, 749–50 (2011) (rejecting equalization of 

resources as a compelling governmental interest). Liberty 

PAC also argues that the provision impermissibly favors 

incumbents. See, e.g., Randall, 548 U.S. at 268 (Thomas, J., 

concurring) (reasoning that contribution limits that advantage incumbents may not be closely drawn to prevent 

corruption or its appearance).

The Court considered the constitutionality of a waiver 

provision in Davis v. FEC, 554 U.S. 724. At issue there was

BCRA’s “so-called Millionaire’s Amendment,” which increased the contribution limits for one candidate if his 

opponent’s self-funding plus expenditures exceeded 

$350,000. Id. at 729. The Court held that the “asymmetric” 

waiver was unconstitutional because it “impose[d] an 

unprecedented penalty on any candidate who robustly 
No. 16-3585 17

exercises” the First Amendment right to engage in political 

speech. Id. at 739.

Importantly, however, the Court reasoned that if the “elevated contribution limits applied across the board, [the selffunded candidate] would not have any basis for challenging 

those limits.” Id. at 737. So “if [the Millionaire’s Amendment] 

simply raised the contribution limits for all candidates,” then 

a First Amendment challenge “would plainly fail.” Id. As the 

Court explained: “[A] candidate who wishes to restrict an 

opponent’s fundraising cannot argue that the Constitution 

demands that contributions be regulated more strictly.” Id.

Put somewhat more directly, there is “no constitutional basis 

for attacking contribution limits on the ground that they are 

too high.” Id.

Though the Court was speaking hypothetically, this passage bears directly on Liberty PAC’s challenge to the Illinois 

waiver provision, which lifts contribution limits “across the 

board”—that is, “for all candidates”—when one candidate’s 

self-funding exceeds a certain threshold. As the Court’s 

reasoning in Davis makes clear, a symmetrical waiver provision like this one survives constitutional scrutiny. 

Arizona Free Enterprise Club’s Freedom Club PAC v. Bennett, 

564 U.S. 721, is also instructive. Bennett was a challenge to a 

state campaign-finance law that provided public funding to 

candidates who agreed to adopt certain self-funding and 

expenditure limits. Id. at 728–29. Those candidates also

received matching funds if a privately financed opponent’s 

expenditures exceeded a certain threshold. Id. The Court 

held that the matching-funds provision violated the First 

Amendment because it “impermissibly burden[s] (and thus 

reduc[es]) the speech of privately financed candidates and 
18 No. 16-3585

independent expenditure groups.” Id. at 741. Here, in contrast, Illinois’s waiver provision does not restrict or tether

the speech of some candidates to the spending of others. 

Each dollar spent by a candidate in excess of the spending 

threshold does not “generate[] ... adversarial dollars in 

response.” Id. at 738. 

Finally, it’s worth repeating that underinclusiveness 

claims occupy difficult theoretical terrain. See Williams-Yulee, 

135 S. Ct. at 1668. When contribution limits are equally raised 

for all speakers, no speakers or viewpoints are favored or 

disfavored. The judge properly dismissed this claim. 

D. Legislative Caucus Committees

Finally, Liberty PAC challenges the judge’s factual findings that legislative caucus committees are sufficiently 

similar to political party committees to justify their similar 

treatment under the Act. Liberty PAC argues that legislative 

caucus committees create unique opportunities for legislative leaders to engage in corruption.

Before proceeding, we note that Liberty PAC’s challenge 

to the limits on legislative caucus committees essentially

mirrors its attack on the exemption for political parties. As 

before, however, Illinois’s decision to treat legislative caucus 

committees like political party committees cannot be challenged on the ground that the contribution limits are too 

high. See Davis, 554 U.S. at 737. So once again, Liberty PAC is 

left to argue that Illinois’s more generous treatment of 

legislative caucus committees fatally undermines the anticorruption rationale for its limits on contributions from

PACs.
No. 16-3585 19

Taking his cue from McConnell’s discussion of the “realworld differences” between political parties and other 

interest groups, 540 U.S. at 188, the judge found that legislative caucus committees “are most akin to political parties” 

for purposes of campaign-finance regulation, Ill. Liberty PAC, 

212 F. Supp. 3d at 767. The Supreme Court has said that 

congressional caucus committees—the federal analog to 

legislative caucus committees—are “identifiable as part of 

their respective party.” Id. (quoting FEC v. Democratic Senatorial Campaign Comm., 454 U.S. 27, 40 n.20 (1981)). Legislative 

caucus committees align with their respective parties and 

have similar influence over their members, and in that sense 

are more closely analogous to party committees than to 

political action committees. Given the ties and structural 

similarities between legislative caucus committees and 

political parties, the judge found that Illinois’s decision to 

treat them the same for purposes of contribution limits cast 

no doubt on the anticorruption justification for the limits on 

individuals, PACs, and other donors. 

Liberty PAC maintains that the judge overlooked meaningful structural differences between the legislative caucus 

committees and political parties, the most significant of 

which is that legislative leaders have exclusive control over 

their legislative caucus committees, which allows them to 

use their committees to serve their own personal interests. A 

legislative leader may use his legislative caucus committee 

to consolidate power, maintain his position at the head of his 

caucus, and promote his personal policy agenda. Liberty 

PAC also points to Illinois’s treatment of different types of 

legislator-to-legislator contributions. While the leader of a 

legislative caucus committee may make unlimited contributions during a general election (just like the political parties 
20 No. 16-3585

to which they are tied), a candidate’s committee may contribute a maximum of $50,000. 

The judge rejected these arguments largely because a legislative leader’s role in the statehouse is a de facto leadership 

position in the political party itself. The goal of the party and

the legislative leader alike is to wield influence over the 

legislative policymaking process. We find no error in this 

reasoning.

Second, Liberty PAC asserts that the judge “lacked any 

basis” to reject Dr. Osborn’s testimony because the defendants presented no evidence at trial to rebut his testimony. 

But the judge was not required to accept Dr. Osborn’s 

opinions at face value. As the fact-finder, he was entitled to 

reject testimony that he found to be unpersuasive, even if its 

source was an expert witness. And the judge here reasonably 

rejected Dr. Osborn’s testimony as insufficient to undermine 

Illinois’s decision to treat legislative caucus committees as

political party committees for purposes of setting contribution limits.

To start, Dr. Osborn testified that legislative leaders can 

use their control over their caucuses to wield influence over 

individual legislators, and the Act’s exclusivity requirement—prohibiting a candidate from accepting contributions 

from more than one caucus committee—can make legislators

beholden to their caucus leaders. The judge reasoned that

these institutional controls do not make legislative caucus 

committees meaningfully different from the political parties

with which they are aligned. And he viewed the exclusivity 

requirement as largely a red herring because candidates do 

not solicit or receive contributions from the other party’s 

caucus. 
No. 16-3585 21

Next, Dr. Osborn testified that legislative caucus committees are more susceptible than political parties to outside 

influence because their donors are less diverse. For support 

he provided the donor profile for legislative caucus committees and compared it with a theoretical donor profile for 

political parties. The judge rightly found the comparison 

between actual and theoretical data flawed. The data on 

actual donations to Illinois political parties is readily available, and Dr. Osborn’s failure to use it in his comparison 

suggests that it would have undermined his theory.

Finally, Dr. Osborn testified that political parties typically pursue an “expansion” strategy, deploying their contributions to enhance the number of their officeholders. Political 

action committees, in contrast, pursue an “access” strategy 

to influence legislators’ votes. Ill. Liberty PAC, 212 F. Supp. 

3d at 761. Legislative caucus committees, he said, use access 

strategies because they contribute to candidates in primary 

races and to candidates who win the general election by 

wide margins. But as the judge recognized, these actions are 

equally consistent with an expansion strategy. Political 

parties sometimes take sides in primary races to assist 

candidates they deem more electable.

In short, the judge reasonably declined to accept 

Dr. Osborn’s testimony and adequately explained his reasons for doing so. The clear-error standard for factual findings entered after a bench trial is “highly deferential.” 

Morisch v. United States, 653 F.3d 522, 528 (7th Cir. 2011). “[I]f 

a factual finding is plausible in light of the record viewed in 

its entirety, we may not reverse that finding even if we 

would have decided the matter differently had we been the 

trier of fact.” Id. (quotation marks omitted). The judge’s 
22 No. 16-3585

findings here easily surpass this deferential standard, and 

we have no warrant to substitute our own.

AFFIRMED.