Three of the four Republicans running in last week’s attorney general primary had lengthy legal resumes and copious courtroom experience.

Mayes Middleton, a state senator and CEO of his family’s oil and gas company, had none of that. What he did have, however, was $15 million in campaign cash, almost entirely out of his own pocket.

That was enough to push him into first place on March 3, beating the early frontrunner, U.S. Rep. Chip Roy, by seven points. He didn’t clear 50%, so the two conservative warriors will face each other again in a May 26 runoff.

That overtime race is expected to be just as extraordinarily expensive, and Roy will need a significant influx of donations to keep up with Middleton’s deep pockets. Like Middleton, Roy was his own largest donor during the primary, transferring about $2 million from his congressional campaign fund, leaving less than $250,000 behind.

“Because turnout in these [races] is so, so low, you may think money doesn’t matter, but it’s like finding a needle in a haystack,” said Josh Blank, research director of the Texas Politics Project. “These voters are not only not numerous, but they’re spread out. There are different ways to solve that problem, but they all require a fair amount of resources.”

Just over 2 million people voted in the GOP attorney general primary, about 11% of Texas’ 18.7 million registered voters. Even fewer are expected to turnout in late May — in 2022, only about 900,000 people voted in the closely watched GOP attorney general runoff between incumbent Ken Paxton and Land Commissioner George P. Bush.

Both Roy and Middleton have made it clear they intend to spend as much money as they can slinging mud and selling themselves, potentially in that order. Roy is homing in on his opponent’s lack of legal experience, while Middleton is hammering Roy’s tumultuous relationship with President Donald Trump.

“This runoff will offer a clear contrast between me, a lifelong conservative who has always stood with President Trump and our party, versus D.C. insider Chip Roy, who sided with Liz Cheney and called for Trump’s impeachment,” Middleton said in a statement after the election. “Texas Republicans deserve a proven, consistent ally who will stand with President Trump, not work against him.”

Reaching primary voters

Roy entered the race with a considerable name recognition advantage, as a fourth-term congressman who frequently garnered national headlines for his hard-line stances on spending and small government. In October, just a third of GOP voters said they didn’t know enough about Roy to have an opinion of him, compared to 60% who were unfamiliar with Middleton, according to polling from the Texas Politics Project.

But Middleton flooded the airwaves with more than $11 million in TV ads, touting himself as “MAGA Mayes” and attacking Roy for showing insufficient fealty to Trump. He sent mailers and text messages and stumped the state, showing up at every county party event he was invited to.

The Galveston lawmaker launched his campaign with a $10 million self-funded piggy bank, which he replenished with an additional $1 million in December. In the month before Election Day, he gave himself an additional $2.7 million. Middleton received far less in donations than any of the other candidates — less than half of what Roy brought in — but it didn’t matter next to his own millions.

The deluge of ad spending narrowed the name ID gap. Just before early voting, only 47% of GOP voters said they didn’t know enough about Middleton to have an opinion. Roy, who spent less than half of what Middleton spent on TV ads, barely moved the needle on name recognition.

Middleton finished ahead of Roy by more than 150,000 votes, a statement both of his reach and his message, Blank said.

Middleton’s ads focused on his close alignment with Trump and the “MAGA” wing of the party. As one of the most conservative state legislators in Texas, he touted his work barring trans students from playing sports and restricting what bathrooms trans people can use, and stopping businesses from requiring their employees to get vaccinated. He has talked less about his plans for the agency, with its 4,000 employees and 750 lawyers, beyond saying he would continue much of the partisan work Paxton started.

Roy touts similar red meat efforts, like pushing legislation to designate cartels as terrorist organizations, founding the Sharia Free America caucus to protect “our Judeo-Christian values,” and carrying the SAVE Act, major voting access legislation that Trump is aggressively pushing.

But he has had to contend with his history of voting to certify the 2020 election and saying Trump engaged in “clearly impeachable conduct” on Jan. 6, 2021, both of which served as fodder for his opponents. Trump has previously called on Republicans to seek primary challengers against Roy, but he has also said the congressman “isn’t easy but he is good” — a comment that made it into some of Roy’s own ads.

Roy has pitched himself as an attorney general whose adherence to the Constitution and conservative principles would protect Texas from federal encroachment, no matter who is in the White House.

“He can’t lie about the fact that he’s had some differences with the president, so he’s leaning into having this independence, and that’s what you want in an attorney general,” Blank said. “But that’s an open question, and as of right now, it might not be the winning position.”

Roy largely stayed out of the fray during the primary, allowing the other three candidates to tear each other apart. But now that it’s down to two, with him in the second-place position, he’s ratcheted up the rhetoric. A new political action committee is running ads emphasizing his efforts to rein in immigration,and he’s making the rounds, drawing a contrast between his experience and Middleton’s.

“He is a trust fund kid, who has never been in a courtroom, never practiced law, never prosecuted a bad guy, never been in the AG’s office,” Roy said in an interview with talk show hosts Clay Travis and Buck Sexton. “I’d be hard pressed to hire him when I’m the attorney general.”

While Middleton is a lawyer by training, and is registered with the State Bar of Texas, he has worked exclusively within his family company. That’s a contrast with Roy, who, before being elected to Congress in 2018, served as Attorney General Ken Paxton’s top deputy, helping him build the office after Paxton was first elected in 2014. Roy also worked under former Gov. Rick Perry and Sens. John Cornyn and Ted Cruz.

Blank is skeptical about how much GOP runoff voters care about a candidate’s resume, compared to the messaging they receive about someone’s conservative credentials.

“Given the ethical cloud that has surrounded the state’s current attorney general throughout a significant share of his tenure, including his last reelection campaign, it doesn’t seem as though qualifications, from a legal perspective, are necessarily top of mind for most Republican primary voters when picking an attorney general candidate,” he said.

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