### In the 

# United States Court of Appeals For the Seventh Circuit

____________________ No. 16

- 3585
I LLINOIS L IBERTY PAC , Political Action Committee registered with the Illinois State Board of Elections, E DGAR B ACHRACH , and K YLE M C C ARTER , Plaintiff s

- Appellant s ,

v.

L ISA M ADIGAN , Attorney General of the State of Illinois, et al. , Defendant s

- Appellee s

.

____________________ Appeal from the United States District Court for the Northern District of Illinois, Eastern Division. No. 1 2

- cv

- 5811

— Gary Feinerman , Judge

.

____________________
A RGUED S EPTEMBER 27, 2017

— D ECIDED S EPTEMBER 1 3 , 2018

____________________

Before R IPPLE , S YKES , and H AMILTON , Circuit Judges

. S YKES , 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

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paign contribution limits set by the Illinois Disclosure and Regulation of Campaign Contributions and Expenditures Act (“the Act”) , 10 I LL

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- 1 et seq. (2016) , violate the First Amendmen t . Invoking the intermediate

- scrutiny framework of Buckley v. Valeo , 424 U.S. 1 (1976), Libe rty 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 associat ions

. 10 I L L

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- 8.5(b)

– (d)

. Second , the Act allows political part ies t o 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 f ourth , certain legislators may form “legislative caucus committees,” which , like political party commit tees, are permitted to make unlimited contributions to candidates during a general election

. Id. 5/9

- 1.8(c).

T he 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 ruledfor the defendants, finding that legislative caucus committees are sufficiently similar to political part y committe es to justify their identical treatment under the Act.No. 16

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We affirm across the b oard. The Supreme Court’s campaign

- finance case s plainly foreclose any argument that the Act’s c ontribution 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 certa in classes of donors over others. But t he Court has repeatedly upheld a similar federal campaign

- finance scheme setting lower contribu tion limits for individual s than for other categories of donors , including political parties

. S ee , 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. Repub lican Fed eral Campaign Comm. , 533 U.S. 431, 455

– 56 (2001); Buckley , 424 U.S. at 35

– 36 . The Court has also said that a waiver prov ision like the one Illinois has adopted would not be un constitutional

. 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 finding s 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 pri n ciples. Bachrach , an i ndividual donor, contribut e s to Illinois legislative candidates and political action committees. McCarter is a n Illinois s tate

s enator

. 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

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tions from donors

. T ogether t hey 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 g roups political donors into three broad categories : (1) individuals; (2) political committees; and (3) corporations, labor unions, and other associations. 10 I LL

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- 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 a n organization al association that accept scontributions, 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 se ts 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 ; andNo. 16

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$10,000 to a political party commi ttee. 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 commit tee may contribute $50,000 to candidates, other political action committees , and party committees. Id. A political party commi ttee may contribute up to $200,000 for a statewide cand idate 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 excee ds $250,000 in a statewide

race or $100,000 in any other election, then the con tribution 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 or iginal 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 I LL

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- 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

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complaint challenged three aspects of th e regulatory regime : (1) the provision set ting higher cont ribution limits for corporations, unions, and other as sociations than for individuals; (2) the provision allow ing political parties to make unlimited contributions to candidates in general elections ; and (3) the waiver provision eliminat ing 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 judicia l scrutiny of classifications among donors

. Soon after filing its complaint, Liberty PAC moved for a preliminary injunction. In a comprehensive opinion, t he judge denied the motion , reasoning that Liberty PAC was un likely to succeed on any of its claims i n 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 don ors ; (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 tha t 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 summa rily affirmed th at order. In an amended complai nt, 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 outsizedNo. 16

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risk of quid pro quo corruption given their spe cial fundraising abilities and their leaders’ roles in the policymaking process , ye t the Act treats them more favorably than political action committees , other organizational associations (including corporations and unions), and in dividuals.
The defendants moved to dismiss the second complaint for failure to state a claim. See F ED

. R. C IV

. 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 de clined to dismiss the new claim pertaining to legislative caucus committee s, giving the parties an opportunity to develop a more complete record. The parties filed cross

motions for summary judgment on th at 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 caucuscommittees should be classified as political action committees rather than politica l party committees : (1) the structure of legislative caucus committees amplifies the risk of quid pro quo corruption; (2) legislative caucus committees u se different strategies to fund candidates than political parties; and (3) legislative caucus committee s are more susceptible to the influence of interest groups. The defendants presented limited testimony from a n official at the State Board of Elections, who t old 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 e xplain ing his findings of fact an d conclusions of law and
ente ring judgment for the defendants. The judge found8 No. 16

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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 betwe en 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 w ork , and the parties and caucus committees share the same general goals

. The judge concluded that any difference between legislative caucus committees and political parties d oes not materially affect the risk of quid pro qu o corruption or its appearance , so Illinois’s decision to treat them alike survive d 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. Two mbly , 550 U.S. 544, 570 (2007). W e review the

3 Liberty PAC d id 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 scr utiny for use in First Amendment challenges to contribution limits.No. 16

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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 ar e “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

a dopted a form of intermediate scrutiny : “Campaign contribution limits are generally permissible if the government can establish that they are ‘ closely drawn ’ to serve a ‘ s ufficiently 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). T he 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 l imits 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 op inion) , but upheld individual contribu-10 No. 16

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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 f or individual donors and $10,000 for co rporations, unions, and other associations

— easily survive scrutiny under this precedent. Libe rty PAC concedes as much

. Liberty PAC nonetheless contends th at the contribution limits impermissibly discriminate against individual donors relative to corporati ons, 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, L iberty PAC complains that the judge wrongly dismissed this claim on the pleadings without putting the defendants to th is evidentiary burden

. This cluster of argument s 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 ele ctoral process become too great. ” Randall , 548 U.S. at 24 8 (p lurality opinion). As long as the challenged contribution cap s 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
stat ute’s legitimate objectives.”). That’s because “ a court hasNo. 16

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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 , Lib erty PAC essentially argu es 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 “ theFirst Amendment imposes no freestanding ‘underinclusiveness limitation.’” Id. (quoting R.A.V. v. St. Paul , 505 U.S. 377, 387 (1992)). T o state a co gnizable 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 anti corruption 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 andpurposes, and that they therefore may require different forms of regulation in order to p rotect the integrity of the election process”); McConnell v. FEC , 540 U.S. 93, 1 88 (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” betw een donor groups). As we’ve noted, Liberty PAC does not challenge the dismissal of its equal

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that different campaign

- solicitation restrictions w ould have be tter 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”). R elevant 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 brush ed aside the contention that th is 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 h ere , Illinois could set higher limits for contributions from corpora tion s , unions, and associations without fatally undermining the anticorruption interest served by the somewhat lower limits on contributions from individual donors

. Indeed, t he Court rejected a similar challenge in Buckley despite a much larger disparity b etween 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 donor s merely because unions, corporations, and other association s can contribute twice that amount

. In light of Buckley , and considering t he limited nature of the underinclusivenessNo. 16

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inquiry and the utter lack of support for Liber ty PAC’s position, the judge correctly dismiss ed 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 alon e

. See Davis , 554 U.S. at 737 (“T here 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 PAC s fatally underinclusive.
Our a nalysis 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 45 5

– 5 6. A ppl ying the same intermediate

- scrutiny test that applies to limits on contributions to candidates by individ uals and nonparty organizations , the Court accept ed the government’s argu ment 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 coordinated14 No. 16

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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 cand idate and the $5,000 limit on PAC s

. Id

. at 439 n.3 , 442 n.7.
And the four dissenters in Colorado I I expressed their view that a political party’s contributions to its candidates

c annot be limited at all

. See id. at 473

– 82 (Thomas, J., dissenting). The dissent ers 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 mark s 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 ind ividual 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 McCo nnell 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

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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 tocontribute to candidates by making coordinated expenditures, and those expenditures may greatly exceed the contribution limi ts that apply to other donors.

More im portantly, 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. Int erest 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 res ult, 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 (emphase s added) (citation s omitted)

. Colorado II and McConnell establish the principle that campaign

- fin ance laws may draw distinctions between political parties and other political donors

— indeed, may substantially favor them in setting contribution limits

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without running afoul of the First Amendment

. Accordingly , Illinois ’s choice to allow political part ies to provide unlimited support to their candidates in a general election does not “raise[] a red f lag” that the state is n o t 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 ca ndidates 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

wa iver 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 government al 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 dra wn 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 can didate 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 robustlyNo. 16

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exercises” the First Amendm ent 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 self

funded 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 cann ot 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 speak ing 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. B ennett 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 receive d 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 and18 No. 16

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independent expenditure groups.” Id. at 741. Here, i n 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 t errain

. 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 e ngage in corruption. Before proceeding, w e n ote that Liberty PAC’s challenge to the limits on legislative caucus committees essentially mirrors its attack on th e exemption for political part ies

. A s before, however, Illinois’s decision to treat legislative caucus committees like political party commi ttees cannot be challenge d on the ground that the contribution limits are too high

. See Davis , 554 U.S. at 737

. So once a gain, 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

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Taking his cue from McConnell ’s discussion of the “real

world differences” between political parties and ot her 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. T he Supreme Court has said that congressional caucus committees

— the federal analog to legislative caucus committees

— a re “ identifiable as part of their respective party.” Id. (quoting FEC v. Democratic Senatorial Campaign Comm. , 454 U.S. 27, 40 n.20 (1981 ) )

. L egislative 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 t he 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 part ies , the most significant of which is that legislative leaders have exclusive control over their legislative cau cus committees, which allows them to use the ir 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 als o points to Illinois’s treatment of different types of legislator

- to

- legislator contributions. Wh ile the leader of a legislative caucus committee may make unlimited contributions during a general election (just like the political parties20 No. 16

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to which they are tied) , a candidate’s committee may contribut e a maximum of $50,000. The judge rejected th ese argument s largely because a legislat ive 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 le gislative 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 wa s entitled t o reject testimony that he found to be unpersuasive, even if its

sou rce wa s 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 contribut ion limits

. To start , Dr. Osborn testified that legislative leader s can
use their control over the ir caucus es t o wield influence over individual legislators , and t he Act’s exclusivity requirement

— prohibiting a candidate from accepting contributions from more than one caucus committee

— can make legislator s beholden to their caucus leaders

. The judge reasoned that the se institutional controls d o not make legislative caucus committees meaningfully different from the political parties with which they are align ed

. And he viewed t he exclusivi ty requirement as largely a red herring because candidates do
not solicit or receive contributions from the other party’s

caucus.No. 16

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Next, Dr. Osborn testified that legislative caucus committees are more sus ceptible 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 jud ge rightl y found the comparison between actual and theoretical data flawed

. The data on actual donations to Illinois political parties i s readily available, and Dr. Osborn’s failure to use it in his comparison suggest s 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. P olitical action committees , in contrast, pursue an “access” strategy to influence le gislators’ votes

. Ill. Liberty PAC , 212 F. Supp. 3d at 761. L egislative caucus committees , he said, use access strateg ies because they contribute to candidates in primary

races and to candidates who win the general e lection by wide margins. But as the judg e recognized, these actions are equally consistent with an expansion strategy. P olitical parties sometimes take sides in primary races to assist candidate s they deem more electable

. In short, t he judge reasonably declined to accept Dr. Osborn’s testimony and adequately explained his reasons for do ing so. The clear

- error standard for f actual 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 ligh t 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’s22 No. 16

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findings here easily surpass this deferential standard, and we have no warrant to substitute our own.
A FFIRMED

.