[Excerpt] Much of the research on union democracy and almost all of the press coverage focuses on abuses of power at the top of the organization. I look at a case at the opposite end of the democracy spectrum. After an insurgent challenge to an established executive director toppled him from power, the chaos of democracy was unleashed in this small union of professional workers. The turmoil experienced by this organization for most of the past decade demonstrates that the democracy dilemma in unions cannot be successfully resolved by effective use of the democratic process alone and raises tentative questions about the bottom-up, rank-and-file insurgency approach to union transformation. Section II reviews relevant research on union democracy and the democracy dilemma. Section III looks at attributes of professional workers and the implications for unions that represent them. Section IV summarizes the experiences of the League of Creative Artists, a fictitious name for a real union going through a democracy crisis. The final section offers a brief analysis and suggests possible implications.