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updated 10/19/2012 11:45:43 AM ET 2012-10-19T15:45:43

HARDBALL
October 18, 2012

Guests: Lilly Ledbetter, Bob Kerrey, Bob Shrum, Errol Louis


CHRIS MATTHEWS, HOST: Binders full of women.

Let`s play HARDBALL.

Good evening. I`m Chris Matthews up in New York.

"Let Me Start" tonight with this. It`s an amazing thing how many
politicians forget or choose to forget that most voters are women. I know
that sounds a bit bizarre to the reactionaries of this country, people who
live in the 1950s, where contraception is still a hot issue, where women
are always at home and with the kids, and of course, Papa Bear is downtown
at work, "Leave it to Beaver" is a cool show and "Father Knows Best" means
just that.

So bring on the binders. We can actually hear Mitt yelling that in
from the -- or buzzing it in from the inter-office, binders filled with
women, whole binders of them, women we`ve never met, strange people from
another planet that Mitt Romney apparently never visited.

Anyway, it`s not that funny. Romney would make abortion effectively a
criminal act, if you believe the platform he`s running on, the running mate
he`s chosen, the words he`s spoken about outlawing abortion, the judges he
wants to put on the Supreme Court.

You know what`s cooking here? And it`s not Daddy coming home early to
make supper. Any woman or man who votes for this guy better read the fine
print. Mr. Job Creator isn`t just the guy who`s coming over to give you a
job, he`s coming over to boss you around, just like he did to Jim Lehrer
and tried to do to Candy Crowley.

He`s the big shot who wants to tell what birth control coverage you
can get at work and what you can do with your body. He`s got plans for
you, and you owe it to yourself to know them, know them cold.

With me are equal pay activist Lilly Ledbetter, for whom the Fair Pay
Act that gets individuals -- it allows them to sue for equal pay for equal
work is named, and Salon`s Joan Walsh, whose new book is curiously titled,
"What`s the Matter With White People?" I love that title, I guess.

Anyway, Ms. Ledbetter, thank you for joining us. I`ll call you Ms.
Ledbetter until you give me permission to call you something else, but
thank you for coming on the program tonight.

It really has come down to this...

LILLY LEDBETTER, POLITICAL ACTIVIST: Thank you.

MATTHEWS: ... strange way in which Mitt Romney speaks, how he speaks
almost in a 1950s pre-"Mad Men" era, if you will, about men and women at
the workplace.

LEDBETTER: That`s right. And he`s scaring me to death. It scares me
for my family, my neighbors, and all the people across this nation because
if he`s elected and these crazy ideals (SIC) are implemented, I don`t know
where we common people will end up. It is so scary, Chris, for where we`re
headed.

And these are not even common sense thinking ideals about what he
wants to do. I don`t and would not want an employer of mine to decide what
I can do with my body or my birth control or what medications I can take.
I just want my equal pay for equal work at work.

And then I do not want and do not believe that abortion is killing
someone. I do not because most of those are done simply because it`s to
save a woman`s life.

MATTHEWS: Well, let`s take a look at this. Mitt Romney`s problem
with many women (INAUDIBLE) voters, actually, stretches far and wide.
These are some of the highlights we put together here.

Number one, the Republican Party platform -- and everyone should read
this part of the platform -- criminalizes abortion. It basically says from
the moment of conception, the fetus has the rights of the 14th Amendment to
personhood, to life, liberty and property, whatever that means.

Number two, Romney says he`ll abolish "Obama care" -- abolish it. But
his plan to replace it actually boils down to getting you, if you`re still
alive, to the emergency room -- if you`re still alive. Number three, he`ll
voucherize Medicare. Boy, is he serious about that. Number four, he`ll
eliminate federal funding for Planned Parenthood. Simple as that.

Number five, Romney supports the Blunt amendment, which would allow
employers, regardless of what their religion happens to be formally, to
simply by their own fiat deny contraceptive to their employees for moral,
religious reasons as they, the employer, sees it.

Joan, this is a round robin of a lot of stuff here.

JOAN WALSH, SALON.COM, MSNBC POLITICAL ANALYST: It is.

MATTHEWS: A lot of the indications are where this guy`s head is at.

WALSH: Yes. And you know, what`s happening here now, Chris, is very
obvious. We had a summer and a fall in which Mitt Romney was hung up on
his support for the personhood amendment, his support for the Blunt
amendment, which, again, would put the employer in the way of birth control
and anything else you might...

MATTHEWS: He said it`d be terrific to sign a law outlawing abortion.

WALSH: It would be terrific. He`d be happy to sign a law...

MATTHEWS: That`s his word.

WALSH: Absolutely. I saw that interview with Anderson Cooper. And
then he picked Paul Ryan and then we had -- we were talking about
"legitimate rape" and Todd Akin. This has been -- this was his problem
through the spring and summer, and we watched that gender gap expand, go
nuts.

Well, now he figured something out. Women -- people -- don`t like
those extremist positions, and now he`s backtracking as fast as he can on
every single one of them. But the Obama administration is being very smart
and they`re not letting him. They`re putting out his real words in ads,
the president on the stump...

MATTHEWS: Yes. Here he is. Here he is, Joan. Today, campaigning in
Manchester, Ohio, President Obama recalled Romney`s debate line about
getting those, quote, "binders full of women" when he was staffing his
cabinet up in Massachusetts as governor.

Let`s listen.

(BEGIN VIDEO CLIP)

BARACK OBAMA, PRESIDENT OF THE UNITED STATES: By the way, we want our
sons to thrive in math and science and engineering, but we also want our
daughters to thrive in those fields, too.

(CHEERS AND APPLAUSE)

OBAMA: We don`t have to order up some binders to find qualified,
talented, driven young women who can learn and excel in these fields right
now.

(CHEERS)

OBAMA: And when these young women graduate, I want them to receive
equal pay for equal work!

(END VIDEO CLIP)

MATTHEWS: Well, that`s a good commitment there. You don`t get that
from the other side. Mitt Romney`s line about "binders of women," by the
way, which was a dodge of a question about this very point, whether he
supports the Lilly Ledbetter Fair Pay Act. That was the question put to
him. And then, of course, his response with that strange wording about
"binders full of women" went viral mostly because of its awkwardness. But
now we know, And in addition to being awkward, it`s not true.

Let`s start with the line itself.

(BEGIN VIDEO CLIP)

MITT ROMNEY (R-MA), FMR. GOV., PRESIDENTIAL NOMINEE: I went to a
number of women`s groups and said, Can you help us find folks? And they
brought us whole binders full of women.

(END VIDEO CLIP)

MATTHEWS: Well, Shannon O`Brien, Mitt Romney`s opponent in that 2002
Massachusetts governor`s race, said the scenario Romney presented in which
he proactively sought out the binders full of women to staff his cabinet
was not exactly the case. It came from the women`s group. Let`s listen.

(BEGIN VIDEO CLIP)

SHANNON O`BRIEN (D-MA), RAN AGAINST ROMNEY IN 2002: I call it another
one of Mitt`s Massachusetts myths. And he`s made himself the shining
knight. The fact is, there was a group, Mass GAP, which is the Government
Appointments Project, put together by a number of bipartisan women`s
groups.

At the time, there were approximately, I don`t know, 30 percent of
women in high-ranking positions in that administration. And this group got
together and demanded, frankly, of me and of Mitt Romney that we make a
pledge, that we pledge to bring more women into, whether it was my or his
administrations. We actually signed -- I think he did, too -- signed the
pledge.

(END VIDEO CLIP)

MATTHEWS: So he did what he was told to do. By the way, the
organization Shannon O`Brien references there, Mass GAP, put out a
statement reinforcing that it was they who reached out to Romney, not vice
versa. By the way, they reached out to all the candidates. It read in
part -- their statement reads, "Mass GAP committees selected top applicants
for each position in the cabinet and presented this information to the
administration for follow-up interviews and consideration for appointment."

So Lilly Ledbetter, let`s go back to this. Romney got into trouble on
this. He told something dishonest, suggesting he was the good guy here,
when, in fact, he was responding to pressure, appropriate pressure, because
he wouldn`t answer the question.

From everything you know following this campaign, where is he on the
bill named after you on equal pay?

LEDBETTER: Well, Chris, I think he will veto it or try to do away
with it simply because his running mate, Paul Ryan, voted against it. And
Mr. Ryan has been out on the campaign trail talking against the Ledbetter
bill, said it wasn`t needed. And I can assure you it was needed and The
house and the Congress and the Senate, they passed it. They knew it was
needed. It had been there for many years.

And I don`t think that he`s ever going to commit. And it`s so simple
because it`s just a fundamental American right,. And the men in this
country, like yourself, they all understand it now because their wives,
their daughters, their daughter-in-laws, their granddaughters are all
working. It takes two people to earn a living.

I don`t think Mitt Romney is ever going to bring himself to commit,
Yes, the Ledbetter bill will stay on the books, Yes, it`s a good bill, we
need it. I don`t think he will, and I know Paul Ryan is not because he
never supported it. And this is such a terrible injustice to the working
women and their families across this nation. It`s not right. It`s a
simple bill.

MATTHEWS: Why -- is it insane -- what is it on his part? Is it Tom
Donahue, the American -- the U.S. Chamber of Commerce? What pressure is he
doing not to do what seems to be the reasonable thing to do, equal pay?
Why would Romney, who`s not an idiot -- why would he take that position?

LEDBETTER: Well, the United States Chamber of Commerce probably is
pushing for that because they sent in a lawyer to argue against Lilly
Ledbetter the two times I testified in the House and the two times I
testified in the Senate. So they...

MATTHEWS: Makes sense.

LEDBETTER: ... are not for the Ledbetter bill.

MATTHEWS: That makes sense...

LEDBETTER: It`s not...

MATTHEWS: ... he`s getting pressure (INAUDIBLE) he`s getting
pressure.

LEDBETTER: He is. He is.

MATTHEWS: But that doesn`t show good faith with American women. I
mean, American women vote. There`s most of them -- most of the voters, yet
he`d rather go with the downtown group...

WALSH: Right.

MATTHEWS: ... with the U.S. Chamber of Commerce. Why? That`s got to
be psychological. Why does he feel more comfortable with a bunch of guys
downtown with some money to spend when he`s got all the money in the world?

WALSH: Right. Well, because he`s their candidate. He represents
them. That is what he`s going to restore to the White House.

But I also think we have to say he will not commit to being against
it, either. I mean, Ed Gillespie came out and he said, Well, it turns out
he was against it in 2009, and then he had to come out and say, Well,
actually, he didn`t take a position. And then somebody came out and said,
Well, actually, he was against it. I mean, he just -- he just...

MATTHEWS: Dare I say the obvious? Candy Crowley gave him an
opportunity to say what he`s for or against...

WALSH: Absolutely.

MATTHEWS: ... and he didn`t take it.

WALSH: Put it on the record, if that`s how you feel.

MATTHEWS: OK...

WALSH: But he`s too cowardly to do that.

MATTHEWS: Let`s go to some hotter issues, this issue of abortion
rights which I didn`t think would get into this campaign. A new Romney ad
airing in the Virginia and Washington, D.C., suburbs -- that`s because
there are so many single women and liberal women on these kinds of issues,
an that`s why they`re running it right here. It attempts to make -- this -
- it attempts to make Romney`s position on abortion and contraception seem
less extreme. By the way, it`s a totally dishonest ad. The Obama campaign
fired back immediately with an ad of its own, also running in Virginia
debunking the Romney claims.

Let`s watch both of them together, starting with the Romney ad.

(BEGIN VIDEO CLIP)

UNIDENTIFIED FEMALE: Turns out Romney doesn`t oppose contraception at
all. In fact, he thinks abortion should be an option in cases of rape,
incest, or to save a mother`s life. This issue is important to me, but I`m
more concerned about the debt our children will be left with.

(END VIDEO CLIP)

MATTHEWS: Well, that`s the most dishonest ad in the world. We don`t
debate the legality of contraception in this country, not since the `50s or
something...

WALSH: Right.

MATTHEWS: ... in a Connecticut case. I mean, this -- for him to come
out and say that`s the issue here -- the issue is, Do you get help from
your insurance company? Is it covered in the policy or not...

WALSH: Right.

MATTHEWS: ... for working women.

WALSH: Is it like another -- is it like another medical expense? Is
it like another...

MATTHEWS: Oh, I`m sorry. I interrupted. Let`s get the Obama ad
first before we jump in here.

(BEGIN VIDEO CLIP)

UNIDENTIFIED FEMALE: Seen this from Mitt Romney? Then take a look at
this.

ANDERSON COOPER, CNN: If Roe v. Wade was overturned, Congress passed
a federal ban on all abortions and it came your desk, would you sign it?
Yes or no.

ROMNEY: Let me say it. I`d be delighted to sign that bill!

UNIDENTIFIED FEMALE: Banning all abortions?

ROMNEY: I`d be delighted to sign that bill!

(END VIDEO CLIP)

MATTHEWS: You know, he goes further -- we`re being kind there, Lilly
Ledbetter, to the candidate there. He goes further to say it would be
terrific if he could sign it. I would say that`s a declarative statement.
He wants to outlaw abortion.

And by the way, reading his party platform, he wants to criminalize it
because when you give 14th Amendment rights to a fertilized egg a second
after conception, life, liberty and property, you`re creating a murderous
situation here on the books.

I don`t know what they`re talking about with parenthood and all this
if it isn`t to criminalize it for the woman, as well as the doctor. This
is the most extreme ticket we have ever seen on this issue I can remember.
Lilly Ledbetter, your thoughts.

LEDBETTER: Absolutely.

MATTHEWS: Well, that`s a direct statement! Joan?

WALSH: That is a brazen ad, Chris. That ad is a brazen ad that he...

MATTHEWS: But these women who -- I lived in this area for 40 years
now.

WALSH: Right.

MATTHEWS: I know so many people who lived over in Alexandria an over
in Arlington, they live in northern Virginia in the bedroom communities.
They work in Washington. A lot of them are single. They`re very keen on
knowing this stuff. They`re watching the politics here.

WALSH: Right, and that`s why the Obama ad is brilliant to just call
him out on it and shove his words back in his mouth.

MATTHEWS: But this Mitt Romney ad assumes you`re incapable of
understanding the words that are being spoken.

WALSH: Well, it`s funny because it starts with somebody going to
Google and trying to find his positions. I hope women do go to Google and
find his positions because they`re very easy to find.

MATTHEWS: OK...

WALSH: He wants to appoint judges who will overturn Roe v. Wade. He
wants to sign a bill that would overturn Roe v. Wade.

MATTHEWS: Yes, you know...

WALSH: He`s on the record...

MATTHEWS: He says so.

WALSH: ... because he says so. It`s not that hard.

MATTHEWS: Anybody voting out there, man or woman, who cares about
these rights issues -- and they`re rights issues, you don`t go to vote on
somebody`s rights to abortion, it`s a right. You don`t vote on these
things. And by the way, you ought to know these things. Anyway,
everybody, I think, will by the time we vote.

Lilly Ledbetter, it`s an honor to have you on the show. Thank you so
much for coming on HARDBALL.

LEDBETTER: I thank you. Thank you.

MATTHEWS: And Joan Walsh, of course.

LEDBETTER: Thank you.

MATTHEWS: Coming up, the Big Dog -- a little fun here -- and the Boss
-- you know who he is -- hit the campaign trail together. I think that
might be fun today up in Ohio. While the president`s courting women, Bill
Clinton and Bruce Springsteen were in Ohio together going after, well, what
you might call white blue-collar people, like where I came from.

Anyway, also, prospects for the Democrats holding the Senate are
brightening. We`ve got some real brand-new poll numbers that suggest the
Democrats may just hold onto the Senate after all.

One state where they face an uphill battle, however, is Nebraska,
where Bob Kerrey -- great old Bob Kerrey -- is hoping for a comeback out
there. He`s coming here in just a minute.

And both presidential candidates will be at the great Al Smith dinner
tonight up in New York. I`ll be there. It`s a big election year ritual
here in this country.

(BEGIN VIDEO CLIP)

GOV. GEORGE W. BUSH (R-TX), PRESIDENTIAL NOMINEE: This is an
impressive crowd, the haves and the have mores.

(LAUGHTER)

BUSH: Some people call you the elite. I call you my base.

(LAUGHTER)

(END VIDEO CLIP)

MATTHEWS: That`s going to be a lot of fun tonight, even when your
speech is obviously written by somebody smarter than you and certainly
somebody funnier, as you just saw. We`ll be there tonight.

Anyway, this is HARDBALL, the place for politics.

(COMMERCIAL BREAK)

MATTHEWS: With less than three weeks to go to election day, you can
learn a lot about the election by simply looking at where the campaigns are
spending the most money on TV ads. And this week, four of the top five
cities are in Wisconsin or Ohio.

At number five, Madison, Wisconsin. Number four, Columbus, Ohio. And
the third, Cincinnati, Ohio. Number two, Denver, Colorado. And the top ad
this week, Green Bay, Wisconsin, again.

So the battle is mostly in the Midwest. And for the first time, there
are no cities in Virginia or Florida in the top 10, at least not for now.

We`ll be right back.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

BILL CLINTON, FORMER PRESIDENT OF THE UNITED STATES: I had, I don`t
know, 20-something jobs before I got elected president. But this is the
first time in my life I ever got to be the warm-up act for Bruce
Springsteen.

(END VIDEO CLIP)

MATTHEWS: Forty-five-minute warm-up act, by the way, and it was good
45 minutes.

Welcome back to HARDBALL.

Just 19 days until the election, and Barack Obama is bringing in the
big guns, you might think, Bill Clinton and Bruce Springsteen, the Big Dog
and the Boss, two legends in their own time. They came together for a
joint appearance near Cleveland this afternoon, and they made the sales
pitch for the president`s reelection and I guess energized a lot of blue-
collar voters out there who love this guy, Rust Belt people, hoping to
shore up what I call the Scranton/Oshkosh corridor, where we make things in
this country.

Ron Reagan`s a radio talk show host and John Heilemann`s national
affairs editor for "New York" magazine. Both are MSNBC political analysts.

I want to offer up a small thought before we get to Springsteen. I
think Obama has yet to hit the right note about the auto industry and
saving it. I think autos in this country are part of our culture. We love
cars, loved the new models when we were kids. The fact that we make our
own cars and we`re leading the world in production right now and sales is a
fantastic achievement this president deserves to have on his credit, and
he`s not taking enough credit for it, and the other guy was for bankruptcy.

Anyway, Bill Clinton made the sales pitch to northeast Ohio voters,
many of whom have jobs in the auto industry. Let`s watch.

(BEGIN VIDEO CLIP)

CLINTON: He said it`s important to remember that one in eight jobs in
the state of Ohio are tied to automobiles. And he saved those jobs, a
million of them!

(CHEERS AND APPLAUSE)

CLINTON: I love Ohio. It`s an old school place.

(CHEERS AND APPLAUSE)

CLINTON: We like our families. We like our communities. We value
personal loyalty. When you were down, you were out, and your whole economy
was threatened, the president had your back. You`ve got to have his back
now!

(CHEERS AND APPLAUSE)

(END VIDEO CLIP)

MATTHEWS: This guy could sell shoes to Imelda Marcos, you know?

(LAUGHTER)

MATTHEWS: I`ll tell you! Anyway, Bruce Springsteen touted the
president`s accomplishments in between a few tunes of his, and they were
great tunes. Let`s listen.

(BEGIN VIDEO CLIP)

BRUCE SPRINGSTEEN, MUSICIAN: I`m here today because I have lived long
enough to know that, despite those galvanizing moments in history, the
future is rarely a tide rushing in.

It`s often a slow march, inch by inch, day after long day. And I
believe we are in the midst of those long days right now.

(APPLAUSE)

SPRINGSTEEN: And I`m here because I believe President Obama feels
those days in his bones for all 100 percent of us.

(CHEERING AND APPLAUSE)

SPRINGSTEEN: I believe he`s got the strength, the commitment, and the
vision to live -- to live these days with us and to carry the standard
forward.

(END VIDEO CLIP)

MATTHEWS: Thank you. We have got John Heilemann and Ron Reagan here.

First John, then Ron.

This cultural importance of tying into people, regular people, I think
it`s a big deal.

JOHN HEILEMANN, MSNBC POLITICAL ANALYST: Well, it`s a huge deal, and,
you know, in a state like Ohio, working-class voters, lower-middle-class
voters, particularly women, but also men in that state, are going to make
the difference.

And to a large extent, Ohio has become the state that the president
must win or Mitt Romney must win in order to be president. And the
president has -- President Obama has a little bit of a lead there. He`s
got to get those people to come out for him.

I went to an event last time around, four years ago on the Sunday
before the election, where Obama and Bruce Springsteen -- Springsteen --
right outside the Cleveland Browns` stadium.

MATTHEWS: Yes.

HEILEMANN: Bruce Springsteen, 20,000 people, a lot of working-class
folks who had been at the football game, came from the football game,
watched Bruce Springsteen, the president showed up. It was a huge event.

You remember Springsteen did the 2004 tour in Ohio also for John
Kerry. He`s become like a regular surrogate for Democratic candidates in
these close election in places like Ohio and Pennsylvania. And people love
him there. And he speaks to those kind of people in a way the president
sometimes has a hard time doing.

MATTHEWS: Is he -- are these guys antidotes to the crap that`s been
thrown by people like Donald Trump, Ron, saying the president is really
from Kenya, his ideas are from Europe, blah, blah, blah, blah, blah?

And then you have these two guys, the big dog and the Boss, come in
there and say, we are sui generis American, just like Obama is? But they
do have a special claim, it seems to me, on a certain kind of voter. Do
you see it that way?

RON REAGAN, MSNBC CONTRIBUTOR: Yes, I do.

The conventional wisdom, as John has pointed out, is that this
election will come down to Ohio, and Ohio comes down to the very kinds of
voters that we`re talking about, working-class, people that used to be
called Reagan Democrats. Now a lot of them are independents.

And these people are not necessarily Obama`s natural constituency, but
they are reachable on economic issues. And nobody is better, not Barack
Obama, not Joe Biden -- nobody is better than Bill Clinton at speaking to
folks like this in terms they can understand and dissuading them from
voting against their best economic interest.

He says it plainly. You heard him right there. He can say it
cuttingly. He can really cut Romney off at the knees in the way that maybe
President Obama shouldn`t go there, but Bill Clinton can.

HEILEMANN: You know, can I -- I will just say one thing. Ron is so
right about this. And I wrote this cover story in the magazine about the
Clinton -- Clinton`s role...

(CROSSTALK)

MATTHEWS: Great story. It`s out now.

HEILEMANN: And the thing that Clinton kept saying as he was writing
that convention speech was people -- and he`s speaking about these kind of
people, working-class people, regular people -- people -- these people
don`t need eloquence. They need education, they need explanation. You
have got to tell them the facts. You have got to lay the case out for
them.

And the brilliance of Bill Clinton is not just that he`s a Bubba, or
whatever. It`s that he invests the people who are listening to him with
the notion that they`re intelligent enough to be able to figure it out for
themselves. He believes they`re smart enough to figure it out.

And if he lays the case out rationally for them and clears away
ideology, just says, here`s the facts, here`s the case, that they will
understand and then do what the right thing is.

MATTHEWS: Well, the president...

HEILEMANN: And that`s a very powerful tool.

MATTHEWS: The president doesn`t have that gift.

Anyway, here is more from Bruce Springsteen talking about what the
president, who he clearly supports, has already done. And maybe he will do
a better job than the president of selling himself. Let`s listen.

(BEGIN VIDEO CLIP)

SPRINGSTEEN: I came here today because I`m thankful for universal
health care, you know, the lack of which was for so long an embarrassment
to our country.

(CHEERING AND APPLAUSE)

SPRINGSTEEN: I`m thankful for a more regulated Wall Street. I`m
thankful GM is still making cars.

(CHEERING AND APPLAUSE)

SPRINGSTEEN: I`m here today because I`m concerned about women`s
rights. I don`t have to tell you...

(CHEERING AND APPLAUSE)

SPRINGSTEEN: I don`t have to tell you the dangers to Roe vs. Wade
under our opponent`s policies.

I`m here today because I`m deeply concerned about the continuing
disparity in wealth -- in wealth between our best-off citizens and our
everyday citizens.

(END VIDEO CLIP)

MATTHEWS: You know, Ron -- Ron, it`s always great to have you on.
And it`s always to me kind of a contrast between your thinking and your
dad`s, but you`re both amazingly good communicators.

And the ability to talk, I used to think your dad, although he had
made a lot of money in Hollywood, and he lived a pretty good life out there
with the show business crowd, he always had the magical ability to get on
television or radio, especially radio, and talk to the guy working on the
line somewhere in Milwaukee.

REAGAN: Well...

MATTHEWS: And that guy -- maybe it was all those guys of touring on
the tour with GE Theater, just learning how to talk to regular people, not
necessarily ideologically.

(CROSSTALK)

MATTHEWS: Bill Clinton has gotten even better than he even was before
I think at talking to people the way they talk.

REAGAN: Yes. It`s true.

And Bruce Springsteen, let`s give him some credit here, too, is an
iconic figure among the kind of voters that we`re talking about. And he
even though -- let`s be frank here -- Bruce Springsteen is a very rich man
now.

MATTHEWS: Yes.

REAGAN: He`s much closer to Mitt Romney kind of wealth than any of
the rest of us here. And yet his message, his songs speak to the voters
we`re talking about. They speak plainly and simply, just as Bill Clinton
does in another -- in another realm.

MATTHEWS: Isn`t it ironic, Ron, that he`s singing, with all his
money, and coming down somewhere near the middle politically, although a
bit to the left, Democratic, singing, this land is yours land. He`s
singing Woody Guthrie, these old depression songs.

(LAUGHTER)

REAGAN: Yes.

MATTHEWS: You, too, John. I just thought how interesting it was.
"Born in the USA," yes, that`s his song, but then today he was singing
Woody Guthrie too.

HEILEMANN: Well, "Born in the USA" widely misinterpreted as a
patriotic anthem, in fact, kind of like a liberal lament about the wars.

You know, Woody Guthrie also very left. Bruce Springsteen is pretty
progressive. He`s not -- his amazingness is that he kind of speaks -- his
politics are quite -- not radical, but quite liberal, and yet he can talk
to a wide swathe.

You have Republicans who love him.

MATTHEWS: Yes.

HEILEMANN: He`s again in a lot of ways kind of like Ron`s dad who at
some point -- and now there are a lot of Democrats who kind of -- who look
at Reagan as kind of a figure that they don`t like to criticize, in the
same way there are a lot of conservatives who don`t like Springsteen`s
politics, but they don`t want to knock Springsteen, because he`s become
this tribune for the average guy, for the working guy.

MATTHEWS: Yes.

HEILEMANN: And when it comes to this state, Ohio, so much of whether
the president wins there is going to be about enthusiasm.

MATTHEWS: It`s everywhere. Ohio, Ohio, Ohio.

HEILEMANN: And it`s about enthusiasm.

MATTHEWS: I know.

HEILEMANN: And this is what this is about right here.

(CROSSTALK)

MATTHEWS: I just think it was odd to do it Thursday afternoon, but
maybe they got an audience anyway.

Anyway, thank you, Ron Reagan, as always.

REAGAN: You bet.

MATTHEWS: Thank you, John Heilemann.

We will be back right after this. This is HARDBALL, the place for
politics.

(COMMERCIAL BREAK)

MATTHEWS: Back to HARDBALL. And now to the "Sideshow."

One of the key moments at Tuesday night`s debate happened when Mitt
Romney challenged President Obama on his response to the crisis in Libya.
Well, Jon Stewart asked, shouldn`t the words "Please proceed, Governor"
from Obama have served as some kind of tipoff for Mitt Romney? Apparently
not. Take a look.

(BEGIN VIDEO CLIP, "THE DAILY SHOW WITH JON STEWART")

MITT ROMNEY (R), PRESIDENTIAL CANDIDATE: I -- I think interesting the
president just said something which -- which is that on the day after the
attack he went into the Rose Garden and said that this was an act of
terror.

You said in the Rose Garden the day after the attack it was an act of
terror?

It was not a spontaneous demonstration; is that what you`re saying?

BARACK OBAMA, PRESIDENT OF THE UNITED STATES: Please proceed,
Governor.

JON STEWART, HOST, "THE DAILY SHOW WITH JON STEWART": When you feel
you`re about to spring what you, Governor Romney, think is the checkmate
moment of the debate...

(LAUGHTER)

STEWART: ... and your debate opponent says to you, "Please, proceed,"
are you trying to open that door? Allow me to open it wider.

(LAUGHTER)

STEWART: When your opponent does that, you might want to take a
breath and wonder if, a la Wile E. Coyote and the Road Runner...

(LAUGHTER)

STEWART: ... that door your opponent is pointing to is merely paint
on a rock.

(LAUGHTER)

(END VIDEO CLIP)

MATTHEWS: Well, next, Wisconsinite Paul Ryan is a Green Bay Packers
fan, of course, but he heaped praised on the Cleveland Browns during a
visit to their training camp -- or training facility with Condoleezza Rice,
specifically quarterback Brandon Weeden.

Well, the problem, Ryan was talking directly to a player he thought
was Weeden.

(BEGIN VIDEO CLIP)

REP. PAUL RYAN (R-WI), VICE PRESIDENTIAL CANDIDATE: I`m a big college
football plan, so a big Badger fan. My wife is from Oklahoma. So we have
been watching you.

You were really fun to watch at OSU.

You guys got a great young team. You have got a great future ahead of
you.

(CROSSTALK)

RYAN: Oh, yes, there you are. Sorry.

(LAUGHTER)

RYAN: You always had a helmet on!

(LAUGHTER)

(END VIDEO CLIP)

MATTHEWS: Well, Condi Rice stepped in there to redirect his
attention. Ryan was mistakenly addressing the backup quarterback, Colt
McCoy.

Colt couldn`t like being mistaken for a former Oklahoma Stater. He
used to play for archrival Texas.

Well, after the incident, another team member tweeted -- quote --
"Today`s locker room laugh from practice was hearing how Paul Ryan looked
Colt McCoy dead in the eye and said, great job at Oklahoma State" -- a
swing and a miss for Ryan, who, by the way, the other day was saying he was
washing pots and pans that were already clean.

He`s making a lot of mistakes. He`s getting closer to Daffy Duck out
there.

Anyway, now about a swing and a whiff. Here is how President Obama
went after the lack of details in Mitt Romney`s tax plan. He did it today.

(BEGIN VIDEO CLIP)

BARACK OBAMA, PRESIDENT OF THE UNITED STATES: On Tuesday, Governor
Romney took another stab at trying to sell us this $5 trillion tax cut that
favors the wealthy.

He took another swing at it, and he whiffed. Instead of telling us
how he`d pay for it, he said, I will let you know after the election.

I`m going to let you in on a little tip. When a politician tells you
he`s going to wait until after the election, it`s not because their plan is
so good that they don`t want to spoil the secret.

(LAUGHTER)

(END VIDEO CLIP)

MATTHEWS: Finally, with all this talk about binders full of women
from Romney and after Romney`s remark at Tuesday`s debate, some people have
turned to an unlikely place to weigh in, Amazon.com.

Check out some of the latest product reviews for, you bet, binders.

Quote: "Maybe it`s just my women, but they don`t seem to want to fit
into the space I have designated for them in this binder. They keep
sticking out of the edges, even getting away in some cases."

Or -- quote -- "Stride forward with a new and durable binder. It used
to be that one wrong move would leave stacks of women all over your floor.
What a mess!"

God.

Anyway, finally -- quote -- "As a woman, I was disappointed that the
gap-free claim was in reference to the rings in the binder, not to gender
equity in wages."

Well, that`s a serious point.

Up next: Former United States Senator Bob Kerrey of Nebraska wants
his old job back. He`s got a challenge on his hands, of course. He will
be with us in just a minute.

You`re watching HARDBALL, the place for politics.

(COMMERCIAL BREAK)

AMANDA DRURY, CNBC CORRESPONDENT: I`m Amanda Drury with your CNBC
"Market Wrap."

Well, the Dow ending off by eight points, the S&P falling three and
the Nasdaq sliding by 31. The big decliner today, Google, which lost more
than $60 a share or 8 percent. The company`s earnings report which was
accidentally released early missed expectations.

Elsewhere, weekly jobless claims surged by 46,000 to 388,000, the
highest level in four months. A Labor Department spokesman says that the
numbers are being distorted by timing issues.

Well, that`s it from CNBC, first in business worldwide. Have a great
afternoon -- now, back to HARDBALL.

MATTHEWS: Welcome back to HARDBALL.

When Nebraska`s Ben Nelson announced last year he was retiring from
the Senate, Democrats immediately began pushing Nelson`s predecessor, Bob
Kerrey, to run for his old seat.

Well, the two-term senator has been out of politics since 2001. As
"The New York Times" pointed out, the last time Kerrey was on the ballot,
Tom Foley was the House speaker and "Seinfeld" was America`s number one
show.

Times have changed in Washington. Congress has become more partisan
and polarized, which might make for a difficult fit for Kerrey, who was a
moderate Democrat and a champion of bipartisanship.

What is he trying to accomplish by going back to the Senate?

That`s my big question tonight. Bob Kerrey joins us from Omaha,
Nebraska.

Senator Kerrey, I have you have to remind you, when we were growing
up, Davy Crockett was on television.

(LAUGHTER)

MATTHEWS: And Davy Crockett was in the Alamo, and they were about to
get attacked by all these Mexican army guys.

BOB KERREY (D-NE), SENATE CANDIDATE: Yes.

MATTHEWS: And his buddy sneaks out of the fort and comes back and
says, I went for reinforcements, but I couldn`t get any. And Davy said to
him, well, why did you come back?

So, why did you come back? You`re in the middle of this fight to hold
the Senate. You had it pretty good outside.

KERREY: Well, I`m worried our country.

MATTHEWS: You were safe out there. Why did you come back?

KERREY: Yes, I`m worried about our country.

I mean, I -- Congress has gotten way too partisan. We have got
significant problems with the budget deficit again. We balanced the budget
when I was there before, because Republican and Democrats worked together
with George Herbert Walker Bush in 1990, with Bill Clinton, with John
Kasich, Newt Gingrich. We got it done.

And when I left we were paying off debt. And it`s gotten way too
partisan. And I have promised in this campaign to cross party lines and
have already done so with Social Security, with Medicare, with additional
cuts that I think will put me in a position to work with Republicans who
have not outsourced their loyalty to this lobbyist Grover Norquist by
pledging no the to raise taxes.

I think we can get it done. You just have to do it. You have to be
willing to actually cross those party lines.

And the results thus far have been encouraging. We`re only five
points behind. We have I think a significant issue. My opponent got
caught trying to take her neighbor`s property, and it very much connects
with what she`s been saying in this campaign.

In very soothing tones, I won`t hurt your Social Security, Medicare,
I want to keep our commitments to seniors and veterans -- but her budget
proposal does just the opposite. It takes benefits from them and takes an
awful lot of prosperity from working Nebraskans.

CHRIS MATTHEWS, HOST: We`ll get to that thing locally in a moment
about your opponent. But, you know, there is a tradition in your state of
moderate -- relatively conservative Democrats, you got Zorinsky there. You
got Ben Nelson that`s still there, leaving this year.

Did the voters of your state get the idea of a relatively
conservative Democrat, not everybody being like Nancy Pelosi who comes from
your state, for example?

KERREY: It -- yes, no, it`s not really about ideology. It`s about
willingness to say we`ve got to get this job done, being practical, looking
at the numbers.

If you look at the problem of Social Security and Medicare, it`s a
$60 trillion unfunded liability. It`s not caused by either party. We`ve
simply overpromised. And we have an obligation to the Americans under the
age of 40 who are accumulating a lot of student debt, we have an obligation
to fix it. But we`re afraid to do so.

So, what I`ve said is, it`s not so much ideology, it`s a willingness
to work with people of the other party who also agree this is a problem
that has to be solved, and they`re willing to take heat for people in their
own party as well.

MATTHEWS: Well, speaking of heat, you have a new ad as you
mentioned, going after your opponent for a lawsuit she filed 17 years ago
against her neighbors in a land dispute. This is real Hatfield and McCoy
stuff. Anyway, let`s watch. I`m not sure what it`s about.

(BEGIN VIDEO CLIP)

UNIDENTIFIED MALE: It`s very valuable land because it`s along the
Snake River.

UNIDENTIFIED FEMALE: The Kimes allowed the Fischer grazed their
cattle there for years and didn`t charge them anything.

UNIDENTIFIED MALE: I think the Fishers knew 100 percent of what they
were doing, by suing the Kimes for land that they did not own. The courts
ruled against the Fishers of trying to take that land.

UNIDENTIFIED MALE: What the Fishers did to the Kimes just isn`t
right.

UNIDENTIFIED MALE: Neighbors do not sue neighbors.

UNIDENTIFIED FEMALE: The Kimes incurred $40,000 from this lawsuit.

UNIDENTIFIED MALE: I lived in Valentine most of my life and there
are people who are scared to cross the Fishers.

UNIDENTIFIED FEMALE: I think it speaks a lot about her character.

(END VIDEO CLIP)

MATTHEWS: Well, this is a case that goes way back even to your term.
Why is it relevant today, Senator?

KERREY: Well, it`s relevant because it speaks a lot of -- it does
speak a lot about her character, and Nebraskans don`t know that much about
her. She was -- she won the Republican nomination because a guy named of
Joe Ricketts basically put a bullet in the head of the attorney general and
killed him just before the primary. They don`t know that much about her.

This speaks to her character. Everything in the advertisement is
factually correct. After trying to buy the land, she went to court and
tried to take the land through a thing called adverse possession.

And it connects very much to the way she`s conducting herself in the
campaign, talking in very soothing terms, we have to keep our commitment to
our seniors, our obligation to veterans, keep our military strong.

But if you look at the budget that comes out of her pledge to this
lobbyist Grover Norquist, the problem is it does just the opposite. It
takes benefits away from seniors. It takes benefits away from our
veterans. It weakens our commitment to our military. It does the opposite
of what the soothing tones of her language says.

So it very much connects to her campaign and what she`s saying in
this campaign.

MATTHEWS: Why don`t we take a look at some of the aspects of the
campaign which are unique to you? Your friendships are so wide and varied.

Let`s look at an endorsement to you from Joe Lieberman who is quite
the hawk in the Senate, as you know. And your pal, this is what he said
about you. This is Joe Lieberman, the independents who votes for the
Democrats but is very hawkish from Connecticut, endorsing this gentleman,
Bob Kerrey.

(BEGIN VIDEO CLIP)

SEN. JOE LIEBERMAN (I), CONNECTICUT: I served with Bob here for
years. He became one of my best friends. But it`s not just out of
friendship that I`m coming to help him. The Senate needs Bob Kerrey
because he`s an independent thinker who always works across party lines to
get things done.

(END VIDEO CLIP)

MATTHEWS: OK. Well, Senator, it`s great to have you on, Bob Kerrey.
Want to see you back in the Senate. Good luck.

KERREY: Thanks, Chris.

MATTHEWS: Up next, tonight is the Al Smith Memorial Foundation
Dinner in New York City. And sharing the stage will be President Obama and
Mitt Romney for first time since Tuesday night. What can we expect from
the both of them tonight? Something of a casual night but these things can
be very important. You`re only going to be standing a few feet from each
other for a long time tonight.

This is HARDBALL, the place for politics.

(COMMERCIAL BREAK)

MATTHEWS: We`ve got a couple new polls in some key Senate races.
Let`s check the HARDBALL scoreboard.

In Massachusetts, Elizabeth Warren is opening up a lead over Senator
Scott Brown. According to a new PPP poll for the League of Conservation
Voters, it`s Brown up by -- wait a minute. Brown up nine, 53 -- no, Warren
is up by nine, 53-44.

In Connecticut, a new "Hartford Courant" poll, Democrat Chris Murphy
leading Linda McMahon by six. That`s a surprise -- 44-38.

In Wisconsin, Tammy Baldwin and Tommy Thompson are locked in a tight
race. A new Marquette Law School poll has Baldwin the Democrat trailing by
just one.

And in Montana, a new PPP there shows Senator Jon Tester holding onto
a two-point lead Denny Rehberg, the congressman. It`s 46-44 there. The
libertarian candidate at seven.

We`ll be right back.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

SEN. JOHN MCCAIN (R), ARIZONA: Some advocates for Senator Obama are
less restrained in their enthusiasm, even in the media. All right, he
usually is at table 228, for example, there`s my old friend and green room
pal, Chris Matthews. He used to like me but he found somebody knew,
somebody who opened his eyes, somebody who gave him a thrill up his leg.

And we`ve talked about it. I told him, maverick I can do, but
messiah is above my pay grade.

(END VIDEO CLIP)

MATTHEWS: We`re back.

Of course, that was, of course, John McCain at 2008 Al Smith Dinner
at the New York Archdiocese`s annual charity gala, which I will be
attending again tonight. It`s a ritual actually for presidential
candidates. One of the bases you simply have to touch on your way to the
Oval Office. We`re going to see how President Obama and Governor Romney do
in a more lighthearted setting tonight, a far cry from this Tuesday`s
knock-down, drag out fight.

With me now to talk about it is Democratic Bob Shrum, and New York 1
political reporter and host of "Inside City Hall", Errol Louis,

Errol, I want to ask you about this. This is a new story. I mean,
here we are, Thursday night here in New York, two days after the big fight
the other night in Hempstead, New York. The big debate between the
presidential candidates, with Candy Crowley as the moderator.

And then we have the other debate on foreign policy coming up on
Monday.

How does this fit in between Tuesday and next Monday and this sort of
obstacle course to the presidency?

ERROL LOUIS, NEW YORK 1: If it works the way it`s supposed to, it
will be a moment of sort of bipartisan -- not unity but at least comedy.
You know, where they can sort of get along. They can even tell jokes on
themselves and about each other, all in a setting of where what`s left of
the American establishment is all there, you know, the military leadership,
the political leadership, the financial leadership, and, of course, the
Catholic leadership all in one place, all sort of pushing in the same
direction of the business at happened, of course, to raise money for those
who need it.

MATTHEWS: Yes.

LOUIS: But more importantly, it sort of shows the world we have
something of an establishment here and that whatever the policy difference
is, they are all kind of looking out for the best interests of the country.

MATTHEWS: Well, here`s President Obama the last time around. He
kept the punch lines rolling at the 2008 dinner. Let`s listen.

(BEGIN VIDEO CLIP)

THEN-SENATOR BARACK OBAMA (D), ILLINOIS: There is no other crowd in
America that I`d rather be palling around with right now. I do love the
Waldorf Astoria, though. You know, I hear from the doorstep you can see
all the way to the Russian tea room.

And while the collapse of the housing market has been tough on every
single home owner, I think we all need to recognize that this crisis has
been eight times harder on John McCain.

(END VIDEO CLIP)

MATTHEWS: Wow, Shrum, you know this crowd. It`s a pretty well-off
crowd. George Bush will show in a couple of minutes, George Bush, Jr., W.,
referred to it as the -- what is it -- the better off and the still better
off. This is the richest group of Catholics and Jewish people and other
people in the country. They love being establishment.

What does this matter politically? Because I`m going to -- I always
find it interesting to sort of see the cut of the gem, who is confident,
who is weak, who`s nervous, that kind of thing.

BOB SHRUM, DEMOCRATIC STRATEGIST: Yes, it`s a bit of a revelation as
to whether or not people can be self-deprecating, whether or not they can
bring a lighter touch to this process. But you`ve got to understand who
this crowd is.

I mean, you go back to 1960 where Kennedy gave a tour de force of a
performance at the dinner. Nixon was fine but Kennedy was superb.

But most of the people in that room, even though Nixon was Catholic,
were for Nixon. I think as you`ve observed in the past, Chris, the bishops
were for Nixon. The wealthy Catholics were for Nixon.

MATTHEWS: There`s no nuns. There`s no nuns at the Al Smith Dinner.

By the way, we should read what Nixon -- what Kennedy said at that
amazing dinner in 1960. Here`s what he said. He delivered a barn-burner.
He says, as Bob said, he said, quote, "Cardinal Newman (ph) is the only man
so widely respected in American politics that he could bring together
amicably at the same banquet table, for the first time in this campaign,
two political leaders who are increasingly apprehensive about the November
election who have long eyed each other suspiciously and who have disagreed
so strongly, both publicly and privately, Vice President Nixon and Governor
Rockefeller."

There he was putting a slice right between the Republican Party,
saying the joke here is, the Democrats are united behind me, the
Republicans are hopelessly divided, I`m going to win this darn thing.

That`s the kind of thing you`re going to see tonight, the clever shot
that`s going to be in the papers the next day.

LOUIS: That`s right. It`s reminiscent in fact of John McCain four
years ago, saying there are many who are for me and he sort of turns and
says, good to see you, Hillary Clinton. You know? I mean, there`s a lot
of that good nature kind of humor.

MATTHEWS: Yes.

LOUIS: It underscores once again sort of an underlying sense that,
you know, whoever wins, the country, or at least this portion of it, the
establishment, is going to be OK.

MATTHEWS: Let me remind -- by the way, the quote was W., not exactly
-- it was self-deprecating. Let`s take a listen to him. We have it on
tape.

(BEGIN VIDEO CLIP)

GEORGE W. BUSH, FORMER U.S. PRESIDENT: This is an impressive crowd,
the haves and the have mores. Some people call you the elite. I call you
my base.

(END VIDEO CLIP)

MATTHEWS: Well, of course, we`ve come a long way. That little
chuckle-worthy there from the W. man who is, by the way, being hidden at an
undisclosed location for the next couple of weeks is exactly what the
election is about.

By the way, it`s not funny for the haves and the have mores. That`s
what this election is about and it ain`t no joke.

Bobby, we`ve got to go. We`ll be back to talk about it more next
time.

SHRUM: OK, take care.

MATTHEWS: Errol Louis, thank you.

We`ll be right back with more HARDBALL after this.

(COMMERCIAL BREAK)

MATTHEWS: Let me finish tonight with this. I`m heading to the Al
Smith Dinner tonight here in New York. As Fred Astaire would say, I`m
putting on my white tie, brushing up my tails.

This dinner has long been a big part of the American political ritual
since I can remember. It`s been a tough matchup. In fact, the old days,
between old Dick Nixon back in 1960, it was a tough night for him because:
(a), it was a home game for Jack Kennedy, being an Irish Catholic who grew
up in Bronx here, and, (b), because Jack Kennedy had Ted Sorensen running
speeches for him that night.

It was a tough night last time around for Barack Obama since John
McCain gave the best speech of his life here and, by the way, being a war
hero and that name of his didn`t hurt a bit either.

But tonight at the grand ballroom with the wall of history, and New
York`s nomenclatura of every faith and party will be there on the dais to
measure the charms, the weight, and the sense of place these two gentlemen
can bring to the moment. The winner tonight is not always the winner of
the election but very often it is. So after the rough trade of this
Tuesday, the charm rivalry of tonight will be a different form of
challenge. It will show who was worried, who was upbeat and who in the
midst of this tough competition has their act together.

I`ll arrive like everyone else with my own attitude. I will leave
with it intact. But I also cheer at the notion even when we totally
disagree, I include myself very much in that we, we can be civil and even
cordial, even when so much matters to share an evening that not necessarily
decides the fate of this world. I say this as someone who thinks this
election could.

And that`s HARDBALL for now. Thanks for being with us.

"POLITICS NATION" with Al Sharpton starts right now.

THIS IS A RUSH TRANSCRIPT. THIS COPY MAY NOT BE IN ITS FINAL FORM AND MAY
BE UPDATED.
END

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