Australia is unique among parliamentary federations in having strongly bicameral parliaments at regional as well as national levels. The purpose of this article is to analyse the evolution of the State-level second chambers, the Legislative Councils, over the past half-century. The main changes have concerned the electoral systems of the Councils, enhancing the latter's democratic legitimacy and recasting the mechanisms for producing differently composed chambers. Democratisation of the Councils, together with the other changes discussed, has brought about a subtle transformation of their role. Their design no longer casts them as conservative checks on the 'people's houses', but makes them key elements within a more fully developed system of 'consensus democracy'. The article concludes by discussing three types of second chamber now existing in the Australian States.