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HELENA - In the quiet political landscape of the upcoming statewide election, one race has the potential to make a lot of noise.

The bid for attorney general pits two skilled candidates - Democrat Steve Bullock, of Helena, and Republican Tim Fox, also of Helena - in a wide-open race.

The stakes are high. Republicans, who have called the race one of their top priorities, haven't held the seat since 1993, when Marc Racicot left the office to become governor. Current Attorney General Mike McGrath so firmly dominated the office in his 2004 re-election campaign, Repub-licans didn't bother to oppose him.

Fox and Bullock have long been involved in their political parties, have lengthy and diverse legal careers and have shown the ability to raise campaign money and spend it effectively. In a race that could turn on television ads, both are also tall, athletic, charming and well-spoken.

They both have experienced advisers on their side: Bullock is working with Democratic consultant Doug Mitchell, a veteran of Sen. Max Baucus' staff who has run many successful campaigns in the past. Fox's campaign manager is Chuck Denowh, the aggressive former executive director of the Montana Republican Party.

And Bullock has already run two successful statewide campaigns: former Attorney General Joe Mazurek's in 1992 and the enormously successful 2006 ballot initiative that raised the state's minimum wage for the first time since 1997 and provides yearly cost-of-living adjustments.

Power struggle

But the race is about more than either candidate.

For the Republicans, it's a chance to take some ground long held by Democrats and score a significant victory after losing the governor's chair and control of the Legislature in 2004, along with watching Democrat Jon Tester knock off longtime Republican incumbent U.S. Sen. Conrad Burns in 2006.

Democrats, however, are not ceding an inch. The seat has been theirs for almost a generation, and they intend to keep it. The party is likely to get some help from Baucus, who has a sizable war chest and no real opposition in his bid for a sixth term.

A look at the Democrat

Bullock, 42, and his wife, Lisa, have three children younger than 7, and it's not uncommon for a conversation with Bullock to begin with a discussion of politics but end with a story about his daughters' first fishing trip or the joys of splashing in the Missouri River with his 2-year-old son, Cameron.

Born in Missoula, Bullock moved to Helena at age 4. His parents divorced when he was in grade school, and his mother, Penny, raised Bullock and his older brother, Bill.

Bullock describes a typical Montana childhood: His family was not rich; he mowed lawns and delivered the newspaper for money. He spent a lot of time hiking in the mountains around town, fishing in nearby streams and boating the Missouri River.

A long-distance runner, Bullock ran cross country and track at Helena High School. He was a wrestler, a Boys State and Boys Nation delegate and student body president.

"Helena was an idyllic place to grow up," he said. "I'd leave my keys in the car. My friends were an extended family. That's probably the principal reason Lisa and I wanted to raise our kids here."

At nights in high school, Bullock worked as a busboy. In the summers, he was the gas boy at the Gates of the Mountains tour boat concession, later working as a tour boat pilot. Bullock still can rattle off the monologue he recited thousands of times as he steered his tour boat "six miles down the river, then we'll make a brief stop at the picnic area."

When he was in late high school, Bullock's mom married Jack Copps, now the superintendent of Billings' School District 2, and Bullock's family expanded to include three step-siblings, an older sister and twin boys his age.

Off to college

Bullock earned a combined political science, philosophy and economics degree in 1988 at Claremont McKenna College near Los Angeles.

After graduation, he took a job with an annuities and investment firm in Philadelphia. But it was far from home, Bullock said, and the salary wasn't worth a lifetime of doing something he didn't like. So he moved home, took a job with the Montana Democratic Party and got his old job back as the Gates of the Mountains tour boat pilot.

That fall, he started law school at Columbia Law School in New York City.

In late 1996, almost three years out of law school and working his way up the ladder at big East Coast law firms, family and the pull of home brought Bullock back to Helena. His father was dying of lung cancer. Bullock moved back to care for him.

He landed a job at the secretary of state's office, working for Democrat Mike Cooney, and moved over to the attorney general's office shortly thereafter, where he worked as Mazurek's chief deputy.

Shortly after he moved back, Bullock caught up with a girl he had gone to high school with, Lisa Downs.

"I called her up, not intending to date or anything, but we ended up dating," Bullock said. They were married in Helena in 1999.

Bullock managed Mazurek's 1992 bid for attorney general and re-introduced himself to voters in 2006 by leading the effort to pass Initiative 151, which increased Montana's minimum wage.

He said he is running for attorney general because he wants all Montana children to have the same opportunities he had: the chance to fish and hike on public lands, to be safe in their towns and to be protected from people who would victimize them.

"Having served in the attorney general's office, I truly believe that this single elected office can meaningfully impact our quality of life," Bullock said. "There is so much more that can be done. I want to do it."

About the Republican

Fox, 51, likes to list the "many blessings" he enjoyed while growing up in Hardin, surrounded by family and open country.

"I had wonderful, loving parents and big brothers," said Fox, the youngest of five boys. His parents and aunts and uncles ran small businesses together, including a Chrysler dealership, a farm equipment distributorship and a gas station, where all the kids were expected to work.

As a teenager, Fox changed oil, pumped gas and cataloged parts in addition to delivering the paper.

His cousins lived a short walk away. They all had "shirt-sleeve tans" in the summer, Fox said, from running around catching frogs. Fox's mother made sure her boys knew how to "cook and sew and do laundry."

Their house was filled with music. His father played the violin, his mother was musically gifted, too, and all the Fox boys played instruments.

At Hardin High School, Fox played trumpet in the band, but he gained his fame - and his ticket out of town - as a runner. He attended the University of Montana on a track scholarship, where he set several records for the hurdles and earned a degree in geology in 1981.

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Engineering the oil fields

Fox took his first professional job as a drilling engineer in Wyoming's oil fields, near Evanston.

"They were booming," he said, recalling living in a "man camp" where some desperate men lived all winter in thin backpacking tents.

An industry bust came shortly after and Fox, along with many others at his company, lost his job late in 1982. He began training for the 1984 Olympics, but his dreams were dashed by a torn hamstring.

He turned his sights to graduate school, choosing a joint master's in public administration and law degree program at the University of Montana. Fox graduated from law school in 1987 but fell one course and a professional paper short of his MPA.

He worked as a Montana Supreme Court clerk for a year before moving to Billings to work for an established firm, Moulton Bellingham. Fox eventually took a job with the state Board of Oil and Gas and later started his own firm there.

In Billings, Fox married his first wife, Mary Jo, a devoted Republican like him, who worked on Gov. Marc Racicot's two campaigns in 1992 and 1996 and served as Racicot's policy adviser, and then briefly as a spokeswoman for Gov. Judy Martz, Racicot's successor.

Their marriage ended more than 11 years ago, but it produced Fox's daughter, Caroline, a 15-year-old sophomore at Billings Skyview High School. Fox loves to brag about her.

Back to Helena

Fox later moved to Helena to take a job as a lawyer - and later a temporary administrator - with the Department of Environmental Quality under the Racicot administration.

After a few years as a bachelor, Fox heard from a relative about "a wonderful lady" named Karen. Turns out she worked in a building owned by the Helena bank he was working for at the time.

"Eventually, I asked her to go to lunch. I was pretty smitten," Fox said. "I do believe in such things as love at first sight."

He proposed in her living room; they were married in 2001. Karen Fox had three children from a previous marriage, two in college and a third in high school when she married Fox.

"They have been a wonderful blessing to me," Fox said of his stepchildren.

Fox is active in his church. He once played in a Christian rock group. A nationally certified track and field official, Fox officiates college track meets and has made sports photography - particularly Carroll College's Fighting Saints football program - something of a professional hobby. His photos have appeared in papers throughout the state.

Fox said growing up in Hardin, near two American Indian reservations, gave him an insight to and an appreciation of American Indian culture. As attorney general, Fox said he hopes to focus on alleviating the bad conditions, particularly with law enforcement, in Montana's Indian communities.

"I have the experience to make a positive difference," he said. "And because my lifelong commitment to Montana and my love for Montanans will provide the daily motivation, drive and passion to hard work to get things done as Montana's next attorney general."

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