As the Commonwealth Parliament was forming, many leading figures sought federal seats.

Carruthers became leader of the New South Wales opposition Liberal and Reform Association, the successor to the Free Trade Party, and led the Liberal-Reform alliance to government at the 1904 state election.

Under the constitution, ministers in the Legislative Assembly had their seats vacated on appointment and were required to regain them in an election.

[2] This was the final occasion in which ministers had to contest by-elections as the constitution was amended in 1906.

The ministry covers the period from 29 August 1904 until 1 October 1907,[5] when Carruthers resigned in favour of Charles Wade in a new alliance between the Association and what remained of the Progressive Party.