to run for a seat in the Senate in 1946, Clements instead made the race for governor in 1947. In the Democratic primary, he faced Harry Lee Waterfield, a former Speaker of the Kentucky House of Representatives. Not known for his oratory or personality, Clements was a masterful campaign organizer. He secured the support of western Kentucky Democrats by allying himself with Logan County political boss Emerson "Doc" Beauchamp. He chose Lexington Herald-Leader editor Tom Underwood as his campaign manager, strengthening his influence in central Kentucky. He befriended Lawrence Wetherby of Jefferson County which helped him with the urban vote and Carl D. Perkins of Knott County which helped him in rural eastern Kentucky. During the primary campaign, two major issues surfaced. First, Waterfield favored a tax on parimutuel betting, while Clements opposed it. Second, Waterfield supported the development of electric power generation through public utilities, while Clements favored private development (which won him the support of the Kentucky Utilities company). The Clements campaign also attacked Waterfield for being deemed physically unfit for military service. Clements received a late boost when he gained the endorsement of John Y. Brown, Sr., garnering added support from organized labor. Ultimately, Clements defeated Waterfield by over 30,000 votes. In the general election, Clements faced Republican state attorney general Eldon S. Dummit. While Clements managed to keep the Democrats united following the primary, Dummit had fractured the Republicans by attacking the administration of sitting Republican governor Simeon S. Willis and his preferred successor during the Republican primary. Dummit mounted a meager challenge by citing Clements' opposition to the Taft-Hartley Act, but this was not very effective. Dummit had replaced his campaign manager from the primary election, and when the ousted manager turned against him in the general election, it sounded the death knell for his campaign. Clements won the election by a vote of 387,795 to 287,756. He resigned his seat in the U.S. House to accept the governorship. As governor, Clements enjoyed a three-to-one Democratic majority in both houses of the state legislature. As a result, much of his proposed legislative agenda was passed. In the 1948 legislative session, the General Assembly attracted new businesses by lowering taxes on stocks and bonds and the inheritance tax, but offset these cuts by approving Clements' proposals to increase taxes on gasoline and distilled spirits. Clements also reversed his campaign stance against a tax on parimutuel betting,