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Why did police unions emerge when and where they did? While much of the social movement literature on civil rights backlash focuses on public opinion and voter behavior, we advance an institutional account that situates the rise of police unions within the broader “frontlash” dynamics that helped lay the groundwork for mass incarceration. Using an original dataset on collective bargaining adoption and contract timing, including collective bargaining agreements for 82 major U.S. cities (with more to follow), we show that civil rights protest activity, particularly violent protests, predicts city-level adoption of police union collective bargaining rights. Discrete-time hazard models show these results hold net of state unionization laws, city demographics, and local political conditions, and panel models with city and year fixed effects confirm this result. We complement these analyses with historical case studies that illustrate the political dynamics through which police won collective bargaining rights in several cities. Police unions were able to break through years of municipal hostility to police unionization by capitalizing on a shifting political opportunity structure: the Great Migration and new demands for racial equality coinciding with the first major efforts to regulate and constrain police authority. We extend interest group theory by highlighting how dominant organizations mobilize to protect institutional autonomy and defend a racialized status quo. We demonstrate how policy threats can drive group formation, and contribute to the racial politics literature by identifying an organizational dimension of civil rights-era backlash.