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.