able to win a few Winnipeg-area seats. The NDP fell from ten seats to seven in 1962. It recovered to eleven seats in 1966, but was still relegated to third-party status. Paulley, who was re-elected on both occasions, faced increased opposition from a "modernizing" wing within the party. There was a growing belief among NDP Members of the Legislative Assembly (MLAs) that Paulley, while a good representative of labour interests, could not lead the party to victory at the polls. In 1968, he faced a leadership challenge from MLA Sidney Green, a labour lawyer from the riding of Inkster in north-end Winnipeg. The contest between Paulley and Green exposed a number of divisions within the Manitoba NDP. Green claimed (probably correctly) that he was not challenging Paulley on ideological grounds, but his campaign was nevertheless depicted by some as "radical left". Paulley, in turn, was depicted as representing an "old labourite" demographic, unable to reach out to a younger voters or communities which had not previously supported the CCF and NDP. Paulley fended off Green's challenge by unusual means. During the campaign, eight NDP MLAs signed a letter calling for Paulley to be re-elected such that he could stand aside for Edward Schreyer the following year. Paulley responded to this endorsement by claiming that he had long regarded Schreyer as the best choice to be his successor, though he was somewhat ambiguous as to whether he would actually resign if re-elected. At the 1968 leadership convention, Paulley received 213 votes to Green's 168. Despite making a half-hearted attempt to retain power, he resigned as leader the following year. Schreyer defeated Green by 506 votes to 177 in the leadership race held shortly thereafter. Under Schreyer's leadership, the NDP won an upset victory in the election of 1969. Paulley was re-elected in Transcona, and was sworn in as Minister of Labour and Railway Commissioner on July 15, 1969. He also became Minister of Government Services on December 18, holding his position until September 3, 1970. He stepped down as Railway Commissioner on February 16, 1973, though continuing to hold the Labour portfolio. Paulley was one of several MLAs in the Winnipeg area to be targeted by a conservative "citizen's group" in the election of 1973. The group in question convinced the Progressive Conservative and Liberal parties to avoid competing against each other in certain ridings, such that a single "anti-socialist" candidate