Promising to "take back" state government and "send all the rats in Albany running,"

Buffalo's Carl P. Paladino officially declared his Republican candidacy for governor Monday

before a packed crowd in the atrium of Ellicott Square, his office building.

Paladino riled up a crowd of more than 600 people, who hooted and hollered encouragement at

almost every line of an approximately 30-minute speech. They echoed his calls to lower taxes,

freeze spending and hiring, reduce Medicaid expense and state debt, and make New York a magnet

for jobs once again.

"The professional politicians say I'm just mad and have no program for the future," he

said. "They're dead wrong."

The new candidate, who is 63 and an attorney and developer, promised to serve only one term

after declaring a fiscal state of emergency immediately upon taking the oath of office. He

said he would cut spending 10 percent, reduce optional services that make the state's Medicaid

program the most expensive in the nation and "close the borders" to those coming from other

states for welfare.

He pledged to cut unnecessary state jobs, but in the same breath said he would try to find

jobs for those in needed positions.

"We don't want to hurt the little guy," he said.

Hear Paladino's speech Monday announcing his candidacy:

Building on a long history of criticizing Buffalo Public Schools, Paladino also said he

would make education a top priority in an effort to prevent 6-year-olds from entering a

"totally dysfunctional system" each fall.

"New York State gets a failing grade in education," he said. "We have nobody but our ruling

class in Albany to blame for that, and we're going to do something about that."

The almost all-white crowd jammed into the same Ellicott Square space where Democratic

presidential candidates John F. Kerry and Hillary Rodham Clinton addressed similar throngs in

recent years. And Paladino touched on the fact that, until 2005, he had been a Democrat but

"left the Democrat Party because the Democrat Party left me."

He never mentioned his Republican rivals — former Rep. Rick Lazio and Suffolk County

Executive Steve Levy, a recent convert to the GOP — though he made several veiled

references to State Attorney General Andrew M. Cuomo, the presumed Democratic nominee.

"Some of the people I oppose think they are entitled: "My daddy was governor,' " he said

referring Cuomo and his father, former Gov. Mario M. Cuomo.

"We're going to unhinge the Albany ruling class," he added.

The candidate predicted the "liberal elites" and the news media will attack him and his

motives during the upcoming campaign, but said he felt energized by the support of

rank-and-file voters like those who filled Ellicott Square on Monday.

"If not for the rising tide of reform, I would not be standing here tonight," he said.

"We're prepared, we're resolved, and we will take our government back."

The event was part party, with a live band, an open bar and chefs carving tenderloin

sandwiches — and part political convention as Paladino's family, led by his wife, Cathy,

descended the building's grand staircase amid of cascade of falling balloons.

Clips from Paladino's speech

And for sure, few politicians were seen among the crowd.

"This is the best political function I've ever been at — there's no politicians,"

said Tim Leary, a new Paladino fan who attended the event.

Others like Jim Boland of Hamburg indicated he liked what he heard, saying, "He makes a lot

of common sense, and I think he'll straighten out the hacks in Albany."

But attorney Vince Gugino, who wandered into Ellicott Square while waiting for a Metro Rail

train home, said the "tea party" types attending the rally are "living back in 1773."

"This is just another millionaire on an ego trip," he said. "It's a fantasy for a lot of

white folks."

Still, some political types did attend, and Paladino seems to be making inroads among them.

James P. Domagalski, the Erie County Republican Party chairman who has dismissed Levy and has

failed to back Lazio, came as close as he could to calling Paladino his guy.

"He is a great Western New York asset, and so I'm here to approve his entry into the race

as a way to bring a private sector voice into the debate," he said.

Several sources said Rep. Chris Lee, R-Clarence, attended a private reception before the

announcement. Others attending were former County Comptroller Nancy A. Naples; Dennis V. Ryan,

chairman of the Buffalo Republican Party; and Ralph C. Lorigo, chairman of the Erie County

Conservative Party.

Immediately after the event, the new candidate and his team boarded a bus parked behind

Ellicott Square and headed for Albany. He is expected to meet with the Capitol press corps

this morning, before traveling by train to New York City this afternoon for more media events.

He then will go to Syracuse on Wednesday for the first of many "Ask Carl" town meetings

planned as part of the campaign.

Paladino now embarks on a race in which Lazio has been active for almost a year, though

unable so far to raise money. Levy has also now entered the GOP field with the backing of

Edward F. Cox, chairman of the State Republican Party.

Even though his campaign bucks tough odds, Paladino says his effort is worth undertaking.

His strategy involves first capturing enough support at next month's Conservative Party State

Convention to compete in the party primary. If that fails, he vows he will gather enough

signatures on designating petitions to establish his own independent line to reflect his tea

party appeal.

The goals of the new campaign include organizing the tea party effort for strategic and

financial support. He already has been addressing tea party organizations around the state,

starred at a March 27 rally in Buffalo and says their increasing influence peaks at a most

opportune time.

Paladino said he has discussed his race with Buffalo Sabres owner B. Thomas Golisano, who

spent about $75 million on three Independence Party runs for governor but never gained much of

the vote.

"He told me he envied the opportunity, time and place I'm in right now," Paladino said last

week. "He told me it wasn't like when he ran; there was no bubble of people who are so fed

up."

He said billionaire Golisano, now a Florida resident, told him to "watch out for the

charlatans in the game, hire the best people, and get a major line."

"I thought that was great advice," he said.

Campaign manager Michael R. Caputo said last week Paladino will honor his commitment to the

Conservatives — who often provide critical support in close elections — should he

receive their backing.

"If we have the Conservative Party line and we don't win the Republican nomination, Carl

will run through Election Day to assure they have the votes they need to advance their line,"

Caputo said. "If we have the Conservative Party, there will be no need for a tea party line."

State Conservatives, led by Chairman Michael R. Long, already have given preliminary

backing to Lazio, who at this point claims enough committee support to receive the party

endorsement. Lorigo, an enthusiastic Paladino backer, has now written to other Conservative

leaders around the state urging support for Paladino and labeling Long's support for Lazio "a

tactical error."

Lorigo tells other Conservatives that the Paladino candidacy may prove the best alternative

for the party to maintain its permanent status on the state ballot, especially if Paladino

ends up robbing Conservative votes if he competes on an independent "tea party" line.

But so far Lazio and Levy seem unfazed by the Paladino candidacy. Lazio campaign manager

Kevin Fullington said a few days ago the campaign is more confident than ever that he will be

the Republican and Conservative nominee.

"It's just a matter of a few Republican leaders coming to

their senses and realizing that

Steve Levy was a colossal bad

idea," Fullington said.

But Levy has been noting an uptick in support. He won the support of Conservative leaders in

Bronx and Albany counties last

week, and in Chemung County,

he won the backing of County

Executive Thomas Santulli and

Republican Chairman Michael

Krusen.

"Simply saying, "I'm mad as

hell,' and being a millionaire

does not qualify somebody to be

governor," Levy said late Monday. "We need solutions, not

sound bites."