updated 1/25/2005 3:46:17 PM ET 2005-01-25T20:46:17

Guests: Joe Pantoliano, Byron York, Dick Cavett, Penn Jillette, Robert Redford

CHRIS MATTHEWS, HOST:  We‘re here in Park City, Utah, where 30,000 film buffs have descended on this little Western town to see and be seen, as Robert Redford‘s Sundance Film Festival decides which independent films are the best of 2005. 

Plus, the king of late night.  America says good night to “Tonight Show” host Johnny Carson. 

Let‘s play HARDBALL.

Good evening.  I‘m Chris Matthews in Park City, Utah, home since 1985 to the Sundance Film Festival.  Every January, this picturesque ski town turned into an international trade center where independent filmmakers showcase their talents to a worldwide audience of celebrities, business moguls, journalists and film fanatics, like me.  It is the place where million-dollar deals are made for low-budget movies and where A-list filmmakers show of personal projects they just couldn‘t make inside the studio system. 

And with the huge financial success of Michael Moore‘s controversial “Fahrenheit 9/11” last year, documentary filmmakers are here in force, hoping for their share of the media spotlight.  It is 10 days of screenings, parties, deals.  And we‘re here to play HARDBALL.  So, lights, camera, let‘s play HARDBALL.

We‘re broadcasting from the Turning Leaf Vineyards Leaf Lounge on Main Street in Park City.

And we begin with the founder of the Sundance Film Festival, Robert Redford. 

Bob, thank you. 

ROBERT REDFORD, ACTOR:  Thanks, Chris. 

MATTHEWS:  It‘s great to have you host us.  This is a great place.

We have got to start, however, given the situation, about Johnny Carson.  Did you know him? 

REDFORD:  I didn‘t know him.  I had met him a few times. 

But, probably, the only anecdote I can give to Carson was that, when I was a little kid, growing up in L.A., he had a show.  It was in black and white called “Carson‘s Corner.”  And it was on a little half-hour show on Channel 11 in L.A.  And I looked at that and comedy was in a different place then.  Steve Allen was announcing wrestling at Hollywood Stadium.  So you had Steve Allen over here.  You had Johnny Carson.  And I looked at Carson.  I said, that guy is really funny.  But he was way out in the front.  He was way out in advance of anything else going on at that time.  Then that was the end of that.  The next thing I knew, he was...

MATTHEWS:  You never did the Carson show? 

REDFORD:  No. 

MATTHEWS:  Why? 

REDFORD:  I just didn‘t want to.  It‘s just not my thing, you know. 

The nighttime shows just wasn‘t my thing. 

But I liked him and I thought he was really funny.  And he‘s been out here a couple of times.  So I‘ve met him, but I don‘t think you could say I really knew him.

MATTHEWS:  Let me ask you about him and politics, because he was very reserved about his political views.  It took a hard—lot of real focus to even figure if he had any political views.

But I remember when Robert Kennedy was killed.  And he came on the air and he said, I‘ve never asked anybody to do this, but I want to you write your congressmen about handguns.  And I thought that was an interesting way of—and I wrote a letter to my congressman, you know?  I immediately said, this is what I want to do because he suggested it. 

What‘s your view about the role public—the public role, the political role that people like yourself should play? 

REDFORD:  Well, first of all, I think being an actor doesn‘t mean you have to give up citizenship papers.  Sometimes, you‘re treated that way because I think people get envious or jealous about the platform that‘s kind of built in for you. 

I think what that does is put a lot of responsibility on you, the artist, to know what you‘re talking about.  But I have no problem with artists speaking out as to their own views on things.  I have maybe a dimmer view about the consequences, how good—what good it does. 

MATTHEWS:  Yes. 

REDFORD:  I‘m not sure it changes that much.  But I certainly applaud the idea of anybody speaking their voice.  I mean, that‘s what it should be. 

MATTHEWS:  Do you have to stick to what you know about? 

REDFORD:  I think you‘re on better ground if you do, yes.

MATTHEWS:  You stick—you‘re the environment guy, clean air, clean water.  You were involved in that. 

(CROSSTALK)

REDFORD:  Yes, I‘m the environment guy. 

But there are other issues, too.  Human rights is a big issue.  A lot of that is in the festival.  A lot of my personal feelings are found in the festival.  Carson, by the way—I don‘t want to go off the rail here, but I think one of the things I felt about Carson when I did meet with him is that he did have a personal general that was very much about human rights and things of that sort.  But I think he was in more of a compromised position. 

He was a big network show.  And he probably could not get too much into that.  And I think that was probably smart.  But I do believe that he had a lot of cares and concerns that were very much about human interests. 

MATTHEWS:  Talk about the risks for a second.  It‘s not a free shot.  You said you got a platform.  And some people envy it.  But one of the dangers of having a  platform is, you‘re up there where everybody can shoot at you. 

REDFORD:  Yes. 

MATTHEWS:  You were accused of saying, I‘m going to Ireland if Bush wins. 

REDFORD:  Yes.  I think that came from O‘Reilly.  It wasn‘t true. 

(LAUGHTER)

MATTHEWS:  So what did you say? 

(CROSSTALK)

MATTHEWS:  How did that get out there?

REDFORD:  You‘ve got to be kidding.  I love Ireland.  I have family heritage in Ireland.  But I‘m an American and I love it here and I‘m not leaving just because of some barking dog on a TV there.  I‘m not going to do that.  But...

(CROSSTALK)

MATTHEWS:  So you never said I‘m going to—you never said, I‘m going to Ireland if this guy wins?

REDFORD:  No, no, no.  No, no.

MATTHEWS:  But, you know, some Hollywood celebrities do make statements.  I‘m going to Australia.  You hear these things from wackier people, certainly, than you.

REDFORD:  Well, those aren‘t bad places to go, but I think we are who we are and we‘re not going to shy away from something that we need to stand up for. 

But I was thinking about the celebrity thing, that it is a double-edged sword.  And I learned a long time ago, I was idealistic and naive at the same time.  And I thought some of the films I might be making would maybe create an impact that might be changed something.  But I should have learn my lesson when I was first asked to speak and the first time I spoke publicly, which I was not comfortable with.  I was self-conscious and insecure. 

They asked me to speak to a bunch of bankers in Utah, which is a pretty conservative state. 

MATTHEWS:  Yes. 

REDFORD:  So, I said, well, yes, that—what do they want to hear from me?  They said, well, they just want to hear what you have to say.  So, I said, OK.  So I—this was a lot of years ago. 

So I went up there, and I guess I was nervous and I kind of blasted into them.  Why is it so tough to get a loan in this state?  Don‘t you know you can‘t take it with you and stuff like that.  And I thought, oh, my god, when I‘m done, I thought, I‘m dead.  I‘ve just buried myself in this state.  And they‘re filing their way out.  The head of the bank comes up and he says, well, very interesting comments, Mr. Redford.  I said, well, thanks.

He said, but I have a question for you.  And I said, what is it?  And he says, did you make the jump off the cliff in “Butch Cassidy”? 

(LAUGHTER)

REDFORD:  So I should have learned then what was substantial, what people are taking out or not.  So, when I made earlier films, I did have a hope. 

MATTHEWS:  Yes. 

REDFORD:  There were two in particular.  There was “The Candidate” and “All the President‘s Men.”

I did have a hope that the story that we were telling might open people‘s eyes to how we get people elected in this country, and it was seen by cosmetics.  And it was the year of the 18-year-old vote, 1972. 

MATTHEWS:  Yes. 

REDFORD:  And so I was very hopeful that that film might be a kind of beacon for those young people.  It didn‘t.  And I don‘t think anything has really changed. 

MATTHEWS:  That‘s when I remember meeting you back in that 1972 campaign. 

REDFORD:  Yes. 

MATTHEWS:  With Wayne Owens out here.  I was helping him.  He‘s a great guy.  You worked for him.

(CROSSTALK)

REDFORD:  He was a good guy, yes.

MATTHEWS:  Helped him out.

And that movie did get—you know, it seems to me, in movies, watching you all these years, you‘re really good playing a desperate guy.  You‘re fabulous in “Chase” as Bubba. 

REDFORD:  Wow.

MATTHEWS:  You were scared.  You look good scared.  You were good.  You were scared and you didn‘t want to jump off that cliff in “Butch Cassidy and the Sundance Kid.” 

REDFORD:  No.

MATTHEWS:  And everybody says, this great-looking guy, but now he‘s afraid of something I‘m afraid of.  He didn‘t want to jump 500 feet either. 

REDFORD:  No.  No, I‘ll do it halfway, but that‘s it.

(CROSSTALK)

MATTHEWS:  And then this latest movie I saw, “The Clearing,” you‘re fabulous.  You‘re going to get killed.  You know you‘re going to die and you‘re facing up to it.  Nobody—very few people, innocent people, like you were in that movie, had to face up to dying.  And all you want to do is something to your wife, because you know you were gone. 

REDFORD:  Right. 

MATTHEWS:  But you looked desperate. 

REDFORD:  I was desperate. 

MATTHEWS:  And a lot of the movies you play, you play the outlaw who is also the good guy.  Butch—Sundance was a bad guy, by objective standard.  As a journalist playing Bob Woodward, you were kind of a maverick then, right?

REDFORD:  Right. 

MATTHEWS:  So you‘re a maverick.  You like taking on the system. 

(LAUGHTER)

MATTHEWS:  Well, tell me about it. 

REDFORD:  I‘ll wear the hat. 

MATTHEWS:  Why did you do—even when you were in “Downhill Racer,” you‘re saying racing is not—you said, downhill racing is not a team sport.  That‘s a hell of a statement, because all the movies are about, everything is about teamwork.  That‘s what everybody is supposed to believe. 

(CROSSTALK)

REDFORD:  That movie was supposed to make that point that—I grew up with a legacy that I learned was false, which is, it doesn‘t matter whether you win or lose, but how you play the game. 

And you have these models at that time like Joe Louis in boxing, and you had Lou Gehrig, people—Lou Gehrig was before my time.  But they were models that supposedly embodied that slogan.  And then I found out, because I was in sports and I was an athlete, that it was a lie.  So, when I became an artist, I thought it was a good story to tell.  If you could build it around characters and story—I don‘t believe in abject propaganda in film.

I don‘t think that—I don‘t believe in that.  I believe you have a duty to tell a story and you have a duty to entertain.  But it doesn‘t mean you can‘t inform or make people think. 

MATTHEWS:  Yes. 

REDFORD:  So I was trying to make a film in “Downhill Racer” to show that the guy was really kind of a creep socially.  He was socially dysfunctional. 

MATTHEWS:  The hero.

REDFORD:  Yes, but he could win. 

As long as he could win, he was sustained.  But he was not a team player.  He was all for himself.  We wanted to make that point to go against the myth of—that I‘d been given. 

MATTHEWS:  There‘s also the myth I think you were killer in the movie you made “Quiz Show,” because you showed that corruption can be pretty. 

Ralph Fiennes plays this good looking—this Ivy League professor. 

They‘re feeding him all the questions. 

REDFORD:  Yes. 

MATTHEWS:  And the answers.  And this dorky guy from Brooklyn, who really did know all the answers, gets screwed. 

REDFORD:  Yes.  Yes.  That‘s sort of the nature of the beast. 

And the guy caught in the middle was the guy whose heritage belonged to the Stempel, because he was a Jewish immigrant.  But he was this good...

MATTHEWS:  Rob Morrow.

REDFORD:  Yes, playing Richard Goodwin, who was the real character there.  But he wanted—he was totally drawn to the elite, kind of the exotic character of Van Doren.

MATTHEWS:  Right. 

(CROSSTALK)

MATTHEWS:  There‘s a great scene in this club, the Century Club in New York, where he says, I want a reuben sandwich.  And he looks around the room and says, I don‘t see many Reubens in this... 

(CROSSTALK)

REDFORD:  Right. 

(LAUGHTER)

REDFORD:  There‘s little subtleties all the way through it. 

MATTHEWS:  Yes. 

REDFORD:  But, for me, all these films had some personal strain there somewhere. 

For example, when I was starting out to be an actor in like 1959, I was desperate, you know, raising a family in New York and no money and just starting out.  And somebody came through acting school the American Academy and said, hey, they‘re casting for a quiz show.  So I went down to do this quiz show.  I didn‘t know anything.  And It was Merv Griffin.  He had a show called “Play Your Hunch.”

And I said, what do you want me to do?  The guy says, you‘re good.  You‘re good.  And I said, really?  I‘m thinking, well, maybe I had some substance.  Maybe there was something he saw that he liked. 

(CROSSTALK)

REDFORD:  And then he says, what do you do?  And I said, well, I‘m an actor.  No, no, no, well, we can‘t do that.  And I said, well, that‘s what I am.  He said, no, no, no.  Don‘t you do something else? 

And I, said, yes, I was a laborer and worked in an oil rig and then I was a painter.  Yes, yes, that‘s it.  I like that. 

MATTHEWS:  A painter.

REDFORD:  So you‘re a painter.  And I said, oh, OK. 

(CROSSTALK)

REDFORD:  So I go on the show—I go on the show and it was so fraud and fake and I was a part of it.  And I felt like such a jerk. 

MATTHEWS:  What did you make? 

REDFORD:  What?

MATTHEWS:  How much money did you get?

REDFORD:  I did not get any money.  I said, I can make $75.  Well, you give me $75, which meant a lot to me in those days.  They gave get me a fishing rod from Abercrombie & Fitch.  And I said, I have a fishing rod.  They said, well, that‘s $75 right there. 

MATTHEWS:  You—we got to go to break now.  But you have spent a lot of roles, movies you‘ve made on your own as director about rebelling against a system you find somewhat dishonest.  It is dishonest about winners.  The winners aren‘t always the good guys.  The good guys don‘t win.  About a system that depicts good looking people to be the heroes, when that‘s not the way life is. 

Is this a free country for you?  Do you feel—Sharansky said a free country is where—the president‘s new hero, Natan Sharansky, who is a good guy in many ways.  I disagree with some of the things.  He said, if you can walk out in public and stand in the public square and say what you think about the government, it is a free country.  Do you feel you can do that?

REDFORD:  That‘s right.  That‘s true.  Do I feel I can do it?

MATTHEWS:  Yes, in your movies. 

REDFORD:  Yes.  Yes.  I do. 

MATTHEWS:  Does the Hollywood community believe that?

REDFORD:  I don‘t think it‘s necessarily a free country, but I think we have a fundamental right to live in a free country and, by our rights, it is a free country.  But whether those rights are being abused or not, that‘s another issue. 

MATTHEWS:  What do you make of Michael Moore‘s movie, “Fahrenheit 9/11”? 

REDFORD:  Well, again, it is another point of view, which I totally applaud, but it is a phenomenon.  It is like Christ—“The Passion.”  It became a phenomenon.  It went way off the rails of the context of normal documentaries are in. 

I‘m all for documentaries being more promoted, because I think they‘re important.  But I think that just became a phenomenon. 

MATTHEWS:  Is it going to continue? 

(CROSSTALK)

REDFORD:  Like “Super Size Me.”

(CROSSTALK)

MATTHEWS:  Are we going to have people like yourself in this industry out here who are going to be making their statements not as columnists in newspapers, not as politicians, but they‘re going to be making their statement in documentary film? 

REDFORD:  Well, I certainly think that‘s an option, Chris. 

I think that the topography has kind of fallen aside to the image, the visuals.  And I think probably a lot of people—at least that‘s what you hear—that a lot of people in America get their information off the visuals.  So then you have to look at where the visuals are coming from and how they‘re getting that information. 

I‘m just a big believer—this is the way I was raised—that this is a country for everyone and who—everyone has a voice, no matter what class or caste they‘re in.  And so I applaud that opportunity.  I get worried about it if it looks threatened. 

And so a lot of films I‘ve made, I would never make a film that just absolutely was abject in saying, making it propaganda.  I would want to tell a story.  I would want to have a story with characters around it, like “All the President‘s Men.”  It is about them and their struggle.  But the overhanging, the shadow behind is the issue we‘re talking about.

MATTHEWS:  We‘ll be right back with Oscar winner and Sundance founder Robert Redford here at the Sundance Film Festival in Park City, Utah.

You‘re watching HARDBALL on MSNBC. 

(COMMERCIAL BREAK)

MATTHEWS:  We‘re coming back with Robert Redford when HARDBALL returns from the Sundance Film Festival in Park City, Utah.

(COMMERCIAL BREAK)

(NEWS BREAK)

MATTHEWS:  Welcome back to HARDBALL at the Sundance Film Festival out here in Park City, Utah.  We‘re back with Robert Redford at the Turning Leaf Vineyards in the Turning Leaf Lounge.  It is great to be here.  Obviously, we‘re very grateful for being here. 

You know, a lot of guys and women in their teens, late teens, saw “All the President‘s Men.”  And they went out and said I‘m going to become an investigative reporter because of you. 

(LAUGHTER)

REDFORD:  That wasn‘t what I was looking for, but that‘s true.  It changed—that created a whole new dimension to that profession.  I wasn‘t expecting it. 

MATTHEWS:  Well, investigative reporting is one of the most dullest things in the world, the way you spend hours and hours trying to turn up leave, trying to develop contacts, trying to get people to trust you, so you can basically turn the tables on them and ruin the people they work for. 

(LAUGHTER)

REDFORD:  Right.  Well, that was Seymour Hersh.  That took almost four years to get that to the screen, that project, which we won‘t get into. 

But when I was doing my research, I spent some time with a lot of guys and Seymour Hersh was one of them.  And I asked him about—I said, I‘m interested in investigative journalism.  I don‘t need to go through Watergate.  I certainly don‘t want to deal with Nixon.  We know what‘s that‘s about. 

This is about a story no one knows about.  How did this come about and what work did these two guys do?  So we were talking and I said, what do you—what turn you on?  What motivates you?  And he says, I think just the knowledge that in order to do your job well, you have to make people just a little uncomfortable. 

MATTHEWS:  Yes. 

REDFORD:  And I thought, well, that‘s interesting.

MATTHEWS:  He did, because he‘s the guy, Seymour Hersh, who did My Lai. 

REDFORD:  Yes. 

MATTHEWS:  If it wasn‘t for him, we would not have known all about that.  He did a lot of Abu Ghraib.  He‘s doing a lot now with the Iraq—what we‘re doing in Iraq right this week in “New Yorker.”  He‘s a ballsy customer.  You‘re also making a lot of enemies in doing that. 

REDFORD:  Well, but then he can share the spotlight with people on the other side who are equally as determined and focused and relentless and not going to look the other way at all.  So, you can say, if anything, Seymour is a balancing—he‘s a balancing factor in terms of what we have right now.  And so...

MATTHEWS:  You know, journalism is speaking truth to power.  Do you think that people are better off having some skepticism about their leaders?  Certainly “All the President‘s Men” was about that.

REDFORD:  I do, absolutely. 

“All the President‘s Men” was kind of a strange experience.  If you put my knowledge of what I think films can do to change, it really came off those two experiences, “The Candidate” and “All the President‘s Men,‘ where I could come out and say, you know, I don‘t really think it does change anything, because it didn‘t. 

If you look at “The Candidate,” the point we were making in 1972 is worse now than ever.  And “All the President‘s Men,” that‘s tame by comparison to what‘s going on now.  So, I don‘t think it changed anything.  What it did was, it advanced the school of journalism for reporters that wanted to... 

(CROSSTALK)

MATTHEWS:  But what it showed, Bob, is it showed that really good commercial advertising for a candidate, and a good looking candidate like you played in “The Candidate,” could work.  With cliches and nonsense, you can sell a guy, because he‘s like a product and big money is still the big story of paying for these ads. 

REDFORD:  It always has been.  It‘s just now bigger than ever. 

The role of money has been there I think from the get-go.  But now it is sort of more transparent.  And there‘s no guilt about it.  Maybe years ago, they were trying to hide stuff.  But now there‘s absolutely no guilt.  So, yes, absolutely. 

So I don‘t know.  Times have changed.  The only thing I would hope is that people, in seeing the films—I‘m not deluding myself in anything I might do, as long as it‘s got a good story.  It‘s just, are they going to be—make them think?  Just that‘s it. 

MATTHEWS:  Yes. 

REDFORD:  Just, will it provoke thought?  Will it at least present another point of view?  We have an administration—well. 

MATTHEWS:  Is this the year that indy might pull the upset?  It might be David and Goliath?  A small, inexpensive picture like “Sideways” will beat “The Aviator,” for example? 

REDFORD:  Could be.  It‘s happened before.  This wouldn‘t be the first year that happened.  You had—there are other examples in the past which were very encouraging for us, since we committed on focusing on promoting independent film and the independent film artists that when that—when the bar rose on that category, it was pleasing, because all it was doing was keeping diversity alive. 

MATTHEWS:  Yes. 

REDFORD:  But when they started winning awards in competition with films that were spending $30, $40 million just to open themselves, to me, that was a pretty healthy sign of a more democratic platform. 

MATTHEWS:  Well, as the guy said in “The Godfather,” you built this place. 

(LAUGHTER)

REDFORD:  Yes.  And I get to live in it.

(LAUGHTER) 

MATTHEWS:  Thank you, Robert Redford. 

When we come back, a behind-the-scenes look at the inner workings of Sundance.  Plus, the profound influence of Johnny Carson on comedy and politics. 

And, tonight, at 9:00 Eastern, a special edition of HARDBALL, as we pay tribute to Johnny Carson.  That‘s 9:00 tonight, Eastern time.

(COMMERCIAL BREAK)

MATTHEWS:  Welcome back to HARDBALL here at the Sundance Film Festival. 

Thousands of filmmaker hope to get their movies seen by the movers and shakers of the film industry.  Right now, let take a look inside this year‘s festival. 

(BEGIN VIDEOTAPE)

MATTHEWS (voice-over):  Park City, Utah, in winter, people enjoying the quiet beauty of this mountain resort, a tranquil pace, until January, when, for 11 days, 36,000 movie fans and media, celebrities and wanna-bes, descend for the annual Sundance Film Festival, recognized internationally as the premier showcase for the best new independent films. 

GEOFFREY GILMORE, DIRECTOR, SUNDANCE FILM FESTIVAL:  What makes this festival really special is that sense of discovery and that sense of newness, 51 first-time feature makers, 80 percent with budgets under $1 million, 50 percent with budgets under $500,000.  You‘re talking about what independent film is. 

MATTHEWS:  With studio movies costing an average $64 million to produce, being selected to appear here can make a name for a director or an actor.  “Reservoir Dogs‘ was first shown at Sundance and director Quentin Tarantino was discovered.  “Sex, Lies and Videotape” did it for director Steven Soderbergh.

Other Sundance successes include “Napoleon Dynamite,” “Blair Witch Project” and “In the Bedroom.”  This year, more than 2,600 feature films were submitted for consideration, up 29 percent from last year.  But only 120 films were selected; 87 are world premieres and many lack distribution. 

(BEGIN VIDEO CLIP)

UNIDENTIFIED ACTOR:  Max is your kid. 

(END VIDEO CLIP)

MATTHEWS:  “Happy Endings,” a comic drama about American values and mores starring Lisa Kudrow, Maggie Gyllenhaal and Tom Arnold, opened the festival. 

(BEGIN VIDEO CLIP, “HAPPY ENDINGS”)

UNIDENTIFIED ACTOR:  We shot for two hours. 

UNIDENTIFIED ACTRESS:  Yes, and it is garbage. 

(END VIDEO CLIP)

LISA KUDROW, ACTRESS:  If your movie gets into Sundance, then that‘s a great endorsement of it.  And then, once it‘s here, their response to it, you know, can carry it a long way, I think. 

DON ROOS, DIRECTOR, “HAPPY ENDINGS”:  If you‘re an filmmaker, this is

the place.  This is the Oscars and all of that rolled up into one.  It is -

·         the only place really that matters to an independent filmmaker is Sundance.

MATTHEWS:  “Happy Endings” already has distribution. 

(BEGIN VIDEO CLIP, “HAPPY ENDINGS”)

UNIDENTIFIED ACTRESS:  It‘s the American dream.

(END VIDEO CLIP)

MATTHEWS:  And will be released in theaters in July. 

But “Hustle & Flow” is a metaphor for the struggle most independent filmmakers go through.  It is the story of a Memphis pimp who wants to make rap music. 

CRAIG BREWER, DIRECTOR:  Well, it is pretty difficult.  And I can see why people would be suspicious. 

MATTHEWS:  Suspicious because Brewer is white and his characters are African-American and, on the surface, not exactly sympathetic.  Studio executives balked. 

TERRENCE DASHON HOWARD, ACTOR:  A pimp, a con man, you know, three young girls he‘s been taking advantage of. 

(BEGIN VIDEO CLIP, “HUSTLE & FLOW”)

UNIDENTIFIED ACTOR:  I love you, you know, big love. 

(END VIDEO CLIP)

MATTHEWS:  Terrence Howard is the lead actor. 

HOWARD:  How is that appealing to America?  It‘s a thing that we turn away from.  It‘s a thing that we change the channel on. 

MATTHEWS:  Eventually, John Singleton agreed to finance the project out of his own money.  And now this film that was rejected by studio after studio has buzz in the industry. 

HOWARD:  When I read the film, I saw “Midnight Cowboy” in it.  I saw “Taxi Driver.‘  Now, initially, those films were not films that were going to be readily accepted by the red states or the blue states.  A couple degenerates might like them, but the artistry involved in them, and truth telling is a beautiful thing. 

MATTHEWS:  Howard is this year‘s Sundance kid. 

(BEGIN VIDEO CLIP)

HOWARD:  You ain‘t taking that child nowhere. 

(END VIDEO CLIP)

MATTHEWS:  Appearing in three films at the festival, “Hustle & Flow,” “Lackawanna Blues” by Ruben Santiago-Hudson and “The Salon” by Mark Brown. 

(BEGIN VIDEO CLIP)

HOWARD:  You can walk.  You can catch a cab, catch a bus.  You do whatever you‘ve got to do, man.

(END VIDEO CLIP)

MATTHEWS:  There are also 16 documentaries competing this year.  And many of them have a political theme.  “The Education of Shelby Knox” is about the transformation of a Texas teenager from politically conservative Christian to a liberal Democrat in favor of sex education and gay rights. 

MARION LIPSCHUTZ, CO-DIRECTOR:  The talk about the red-blue divide means that people are more interested in that.  It‘s no accident that it gets written about.  People read newspapers, watch television, read magazines.  I think that it is reflective of people‘s interests. 

UNIDENTIFIED MALE:  I love Sundance. 

MATTHEWS:  To many of the filmmakers AT Sundance, the discussion of moral values and the political divide that has permeated the country, especially since the last election, is not necessarily a bad thing. 

BREWER:  We‘re back to that discussion at the table during the Vietnam era where you have one guy over here, your father thinking one thing, your brother thinking another thing and your little sister thinking another thing.  And look at the incredible music and the incredible movies that came out of that kind of conflict. 

(END VIDEOTAPE)

MATTHEWS:  Coming up, a look at censorship and the arts with Penn Jillette, whose documentary “The Aristocrats” has such strong language we can‘t even show you a clip of it.

You‘re watching HARDBALL at the Sundance Film Festival. 

(COMMERCIAL BREAK)

MATTHEWS:  Welcome back to HARDBALL for the Sundance Film Festival. 

Penn Jillette is half of the comedy team of Penn & Teller.  He is also the producer of the documentary film “The Aristocrats,” a movie where 105 comedians give their take on the world‘s dirtiest joke. 

Penn Jillette is with us to explain. 

(LAUGHTER)

MATTHEWS:  Why would you, given all the topics on the Earth, pick up some old Lenny Bruce or whatever blue material?

PENN JILLETTE, PENN & TELLER:  Oh, it goes way back before Lenny Bruce.  It goes back hundreds of years.  My friend Jay Marshall, who was on “The Ed Sullivan Show” 25 times and was in Vaudeville.  He‘s about 90 years old now and been a good friend of mine since I was 17. 

We asked him where he first heard the joke.  And he went, that was an old joke when I was a kid in Vaudeville.  You know, comedians, after the audience goes home, like to just monkey around.  And there‘s always been this joke that I will tell you right now, there‘s nothing to it and don‘t even get tense.  It starts out with a guy goes into a talent agent.

(CROSSTALK)

JILLETTE:  And says, I‘ve got a great act.

MATTHEWS:  Wait, wait, wait.  Do I look tense? 

JILLETTE:  Not at all.

(CROSSTALK)

JILLETTE:  You looked very relaxed in the sweater. 

JILLETTE:  A guy walks into a talent agent and says, I have got a great act for you.  And then you describe the act.  And the act must shock and must offend.  And then the talent agent says, what would you call an act like that? 

JILLETTE:  And the guy goes, “The Aristocrats.”

(LAUGHTER)

JILLETTE:  And that‘s all there is. 

MATTHEWS:  You know what people say—I don‘t care how nice they are and how good they are.  Maybe some people are beyond this.  But most people who watch this show I think are open to—they‘ll hear the joke and they will say that was awful.

JILLETTE:  Horrible.  Horrible. 

MATTHEWS:  And they mean it, but they also giggle.

(CROSSTALK)

MATTHEWS:  My grandmother was like that.

(CROSSTALK)

MATTHEWS:  She was Northern Ireland, and she would say—and everybody would say, that‘s too gross for her to hear, and she would love it.

JILLETTE:  Of course.  Of course.

MATTHEWS:  What‘s that about?   Why do we want to tingle at the gross? 

Because we can‘t normally talk like that. 

JILLETTE:  I think that everybody, whether you‘re a president of the United States or a NASCAR fan or whether you‘re in Hollywood, wants to, after you‘ve been out in public and it‘s your job and everything, and you‘re sitting around with your buddies, you want to tell something that you just wouldn‘t say in front of other people. 

And I don‘t even think it matters what it is.

MATTHEWS:  I‘m this guy, because I have this mike on.

(LAUGHTER) 

MATTHEWS:  And I‘ve been dying to tell you this joke.  And I know, if I tell it to you with this mike on, somebody in New York will hear it and they will say, what a terrible thing to say.

(LAUGHTER)

JILLETTE:  I know.  You were sitting there during the break and I know you were just bursting. 

(LAUGHTER)

JILLETTE:  We should have gotten you in the movie.

MATTHEWS:  Well, I‘m going back in history here.  Lenny Bruce once said—now, he was a hero of mine.  And he once—because he really I thought was a good guy. 

JILLETTE:  Great guy.

MATTHEWS:  And he would say how to talk dirty and influence people.  But he really meant, some of these words, these ethnic slurs people use, get over it and just get used to them and move on, because they do have a power.  The N-word still has a power. 

JILLETTE:  Sure.

MATTHEWS:  There are words that have a power.  The F-word has lost its meaning.  I don‘t even think people think of sex or anything when they hear the word.  What‘s that?  It is just a word for anger, for tension, right?

JILLETTE:  But it is kind of nice that you still say F-word instead of that, doesn‘t it?  Isn‘t that kind of nice?

(CROSSTALK)

MATTHEWS:  Well, because I respect that people who don‘t want to hear it. 

JILLETTE:  Exactly.  And when you‘re not on camera, you like to use it now and again, don‘t you?  What do you say when you stub your toe? 

MATTHEWS:  I don‘t want to talk about it. 

(LAUGHTER)

MATTHEWS:  Because—no, that‘s a private conversation between me and my toe.  OK.  The toe knows. 

JILLETTE:  Exactly.  Your toe knows. 

But let me ask you about this documentary.  It seems like people will watch HBO because they hear language you can‘t hear on television. 

JILLETTE:  Yes.  And also maybe different programming.

(CROSSTALK)

MATTHEWS:  And there will be incredible—I went to see a play the other night where—I forget if it was a movie or play where all of a sudden, people all took their clothes off.  Oh, down on Broadway, off Broadway, a play called “Bug.”  And it wasn‘t clever, about electronic surveillance.  It was about bugs, OK? 

(LAUGHTER)

MATTHEWS:  And apropos of absolutely nothing in the play, and my son got me to go see it, and (UNINTELLIGIBLE) They take their clothes off.  Is that because, for the $50 you pay see this play, they have got to do something they can‘t do on TV?  Is that what it‘s about?

JILLETTE:  It doesn‘t feel that way to me. 

MATTHEWS:  Really?

JILLETTE:  This joke, really, what was fascinating to us was not the

fact that it was dirty, but that it was the singer, not the song.  It was -

·         kind of came out of jazz. 

MATTHEWS:  Yes. 

JILLETTE:  The idea that you get to hear Coltrane and Miles blow solos over the same tune, and you never hear comedians do that.

(CROSSTALK)

JILLETTE:  So this was trying to see everybody from the “South Park” guys, to Phyllis Diller, to Pat Cooper, to the Smothers Brothers, to Paul Reiser, to Drew Carey, to George Carlin, all taking this very simple form of a joke. 

(CROSSTALK)

MATTHEWS:  Who seemed the healthiest minded in the doing this dirty, disgusting joke? 

JILLETTE:  Well, the dirtiest comic who has ever lived is Bob Saget. 

MATTHEWS:  Yes. 

MATTHEWS:  You couldn‘t get Mason?  You couldn‘t get Whoopi? 

JILLETTE:  Whoopi was in it.  She‘s in it.

(CROSSTALK)

MATTHEWS:  She told me she does aqua material, not blue material. 

(LAUGHTER)

JILLETTE:  Yes, exactly.

MATTHEWS:  I don‘t know.

(CROSSTALK)

JILLETTE:  Well, in this, she goes way over the top. 

MATTHEWS:  Boy, she can do that.  She‘s so funny.

JILLETTE:  If you want to see Whoopi being very funny and very, very dirty. 

And what‘s great about this, what I‘m most proud of about this movie is, it is one of the only documentaries you‘ll ever see that has no nudity, no violence whatsoever and everybody on screen likes everybody else.  There‘s none of that Michael Moore, I hate everybody. 

MATTHEWS:  OK, can I ask you a question?

JILLETTE:  Sure. 

MATTHEWS:  Is nothing sacred?

JILLETTE:  Sure, things are sacred.  I just can‘t think of any right now.

(LAUGHTER)

MATTHEWS:  What‘s sacred to you? 

JILLETTE:  I think...

MATTHEWS:  I think things are sacred. 

JILLETTE:  I think the truth is sacred.  And I think that finding the way to the truth, science and so on, is sacred.  But I think, in terms of humanity and playing with people, you have to have your buttons pushed every once in a while. 

MATTHEWS:  I think losing Carson isn‘t funny. 

JILLETTE:  Not at all.

(CROSSTALK)

MATTHEWS:  What a great talent.  What a great...

(CROSSTALK)

JILLETTE:  The aristocrats was Carson‘s favorite jokes.  I was writing him e-mails...

MATTHEWS:  You know what I liked about him?  He could have been tough to everybody he worked with.  He could have been an SOB, for all I care.  But to the audience, he was always faithful.  He always knew that the primary person was the lonely person sitting out there with their coke or their cheese sandwich in the middle of the night needing him for company.  That was what was great about Carson.

JILLETTE:  Well, he was just a fabulous and also very, very moral. 

What‘s interesting about Carson is how involved he was in the skeptics movement.  You know, James Randi Educational Foundation, he gave them a lot of money, a lot of support.  On our skeptic stuff, Johnny was always on the phone.

(CROSSTALK)

MATTHEWS:  Isn‘t it nice we didn‘t know...

(CROSSTALK)

JILLETTE:  Yes. 

MATTHEWS:  He wasn‘t selling.

JILLETTE:  He was just...

(CROSSTALK)

MATTHEWS:  Penn Jillette, what a great guy.

JILLETTE:  Thanks.

(LAUGHTER)

MATTHEWS:  Good luck with your dirty material. 

JILLETTE:  Thanks a lot.

(LAUGHTER)

MATTHEWS:  Blue material.  Geez.

MATTHEWS:  I prefer the blue material. 

JILLETTE:  I sure do.

MATTHEWS:  Thank you.  Anyway, Penn Jillette.

Coming up, former talk show host Dick Cavett.  He used to write for Johnny Carson before he had his own show. He‘ll be our guest here at the Sundance Film Festival.

And tomorrow on HARDBALL, we‘ll be—this is big stuff—we‘ll be at Camp Pendleton in California.  This is our big show of the year so far.  The home of the Marines.  We‘ll be talking to Major General Richard Kramlich, a commanding general with the Marines in Fallujah. 

It‘s all coming up tomorrow with Ed McMahon and others, who are going to be there.  You‘re going to hear from Brian Dennehy as well at 7:00 Eastern on the HARDBALL Heroes Tour.  That‘s tomorrow night, Tuesday night, on the HARDBALL Heroes Tour.

(COMMERCIAL BREAK)

MATTHEWS:  Coming up, former talk show host Dick Cavett, who used to write for Johnny Carson on “The Tonight Show,” about Carson‘s life and legacy, when HARDBALL returns from the Sundance Film Festival.

(COMMERCIAL BREAK)

(NEWS BREAK)

MATTHEWS:  Welcome back to HARDBALL from the Sundance Film Festival. 

Dick Cavett hosted “The Dick Cavett Show” from 1969 to 1986.  He wrote for “The Tonight Show” in the early ‘60s and was with Jack Paar and Johnny Carson as hosts.  He first met Johnny in the early 1950s. 

Early 1950s?

DICK CAVETT, FORMER TALK SHOW HOST:  Yes, it would be, because it was about eighth grade.  Now, where would an eighth grade boy meet Johnny Carson? 

MATTHEWS:  Question.  Answer.

CAVETT:  And don‘t make any ribald assumptions. 

(CROSSTALK)

MATTHEWS:  You were too young to be a messenger.  That came later.

CAVETT:  Nothing about bus depots or anything.

MATTHEWS:  Now, what?

CAVETT:  Two of my friends and I went to Westminster Church.  You may remember it on South Street in Lincoln, Nebraska, and saw the magician who was Johnny Carson, $35.  Drove over in his old Chevy from Omaha, where he was a star with a television show. 

And we were stunned by him.  We went backstage, which you don‘t do with magicians.  But we told him we were magicians.  He showed us all kind of card fans and second dealings and doubles and things and introduced us from the audience.  We thought we were on “Ed Sullivan.” 

MATTHEWS:  That‘s great.

CAVETT:  Three guys here. 

(CROSSTALK)

MATTHEWS:  Is it true, Dick, that he used to practice his magic tricks all through his incredibly successful career, just in case he had to fall back on them? 

CAVETT:  I would say that‘s one eccentric way of looking at it. 

But he did—he never lost interest in the hobby.  And one night, when I had dinner at his house, people who worked for him say he didn‘t and he never convinced me he did, he had me go to the magic castle with him and we met one of the great grand masters of cards, the guy Vernon.  And he did stuff that really impressed the professionals. 

So, he always liked that.  I have a feeling Johnny was happy in two places in his life, doing the show the minute the band hit the them, until that was over and he had to go back into real life, and when he was alone at home with his magic catalogs and his stuff. 

MATTHEWS:  Let‘s talk about the first thing, because I was a viewer for all those years in college. 

(CROSSTALK)  

MATTHEWS:  And I watched your show, too.  And I had to decide some nights which to watch.

CAVETT:  Right. 

MATTHEWS:  And I always felt that I was welcome, like, he didn‘t know me.  I was having my coke and my cheese and crackers. 

CAVETT:  Yes. 

MATTHEWS:  And all day long, it was boring.  Nothing was going on.  And then Johnny Carson was on and I always felt like I was a guest of his show. 

CAVETT:  You were a guest? 

MATTHEWS:  Of his show, personally. 

CAVETT:  I know.  He had an amazing Midwestern—a lot of bastards come from the Midwest, too, don‘t they?  But we always say Midwestern...

(CROSSTALK)

MATTHEWS:  A lot of anchor people, too. 

CAVETT:  Yes. 

But Midwestern quality I guess is a good enough phrase.  He was engaging with his personality, but he couldn‘t turn it to being comfortable with people at a party.  Or if his duties were ran out at the party, which were the magic and some drumming, he split. 

MATTHEWS:  Is it true that he would go to a party, a Hollywood party, and stand in the corner? 

CAVETT:  Oh, yes. 

At one time, I tried to rescue him from a corner.  I think this was in the Roosevelt Hotel for authenticity. 

MATTHEWS:  The Hollywood Roosevelt Hotel. 

CAVETT:  That‘s it.

And I said, you know, Johnny, this is the kind of thing that makes people write articles about you that you don‘t like people very much.  And he said, have they written another one?  And I said, yes, they had.  And he said, is that bad?  And I said, well, have you looked at most people?  Who would like them very much? 

And he laughed at that, patted me on the head, and retreated to his bedroom, where he might have been being awaited.  But that‘s just gossip of the rancorous kind of hearsay. 

MATTHEWS:  Yes. 

CAVETT:  He was a very wretched man a lot of the time.  And I became so fond of him that I can lacrimate for you if you want me to. 

MATTHEWS:  But he wasn‘t nice to people, was he? 

CAVETT:  Often not.  Often, he had a tipple too many.  And at times, I decided his wife must be on the ledge, the way he‘s acting around the studio. 

And everybody knew it.  Everybody got it.  I could see it all through the air show, but nobody else could.  It was like being with a dear friend you know when they have a headache. 

MATTHEWS:  Yes.  You could tell he was facing hell at home or causing hell at home. 

CAVETT:  Saying what? 

MATTHEWS:  You could tell he was creating hell at home. 

CAVETT:  He was having hell.  I only met the one wife, the third one, very nice, the night I had dinner at his house.  And his house was incredible.  It was like an Olympic venue. 

It had an immense swimming pool and pavilions for tennis and all sorts of stuff. 

MATTHEWS:  I think it is so interesting.  You say that he that he‘s a guy that was only truly happy on television.  It‘s an amazing thing. 

CAVETT:  I honestly believe—I could almost—silly to say—I could prove it. 

MATTHEWS:  We‘ll talk to you more about this some other time. 

CAVETT:  I‘ll be here.

MATTHEWS:  Thanks, Dick Cavett.

Dick will be back with us tonight at 9:00 Eastern, as HARDBALL pays distribute you to Johnny Carson with a special hour, “Remembering Johnny.”  We‘ll also be joined by NBC Universal President Bob Wright and actor/comedian Chevy Chase.

More from Sundance after this.

(COMMERCIAL BREAK)

MATTHEWS:  Welcome back to HARDBALL for the Sundance Film Festival Park City, Utah. 

The last presidential election proved that Hollywood can be a lightning rod in the political process.  Joe Pantoliano is an actor/activist with the Creative Coalition.  And Byron York, an easier name to say, is with “The National Review.”

Let me ask you, Joey, about this election.  It seems to me like Hollywood has learned, if it sticks its head up, it can get shot.  People are—the Dixie Chicks coming out against the war, a couple other people, Alec Baldwin over the years, you say something that sounds even slightly left or un with—un with the program and you get paid.  You get paid back by the sponsors.

JOE PANTOLIANO, ACTOR:  Yes. 

MATTHEWS:  Whoopi Goldberg. 

PANTOLIANO:  Yes. 

But, like with the Dixie Chicks, their record sales went through the roof.  It‘s a very—it‘s a time now where people are more careful.  But we always—we celebrate freedom of speech.  And it‘s kind of honorable Whoopi would do something like that is going to affect her livelihood. 

MATTHEWS:  There‘s a price to be paid. 

PANTOLIANO:  There‘s a price to be paid. 

MATTHEWS:  So freedom of speech means legally freedom.  You are not going to go to jail.  But it doesn‘t mean free in terms of no consequences or no cost to you in the paycheck. 

PANTOLIANO:  Yes, that‘s exactly right. 

MATTHEWS:  What do you make of that, Byron?  Is that freedom? 

BYRON YORK, WHITE HOUSE CORRESPONDENT, “THE NATIONAL REVIEW”:  Well...

MATTHEWS:  Is it freedom if other people are free to punish you for something you‘ve said, as well as you‘re free to say it?

YORK:  Your employers and your people who buy your product are always free to punish you what you say.  There‘s two—it‘s a double-edged sword here. 

You have entertainment figures who you pitched in with political causes.  But then you also had—this year, you had politicians who pitched in with entertainment causes.  And Tom Daschle, who is the biggest victim I think, showed up at the Washington premiere of “Fahrenheit 9/11.”  There was a report that Michael Moore had embraced him, although he later denied that.  His opponent in South Dakota, John Thune, made a big deal about that.  And it hurt him quite a bit.  And I think Republicans think that Democratic embrace of Michael Moore in particular did hurt them this year. 

MATTHEWS:  Do you buy that fact?  Like, if Bruce Springsteen does a rally for Kerry in Ohio, it cost him Ohio because it‘s too hifalutin?

PANTOLIANO:  I don‘t know if it cost him Ohio.  I just think that maybe six—out of 100,000, there might be 40,000 Republicans going to see a free concert.  I think that...

MATTHEWS:  I agree with that?PANTOLIANO:  You know?

MATTHEWS:  I was at a Streisand concert once and she asked, where do you people stand in the last election?  It was almost 50/50.  She couldn‘t believe it, that half the people in the audience liked the other politics, not hers. 

MATTHEWS:  Byron.

YORK:  Well, most people don‘t make political judgments when they decide what record they like to listen to.  And I think Bruce Springsteen himself said that he was—like George W. Bush, he‘s spending some political capital going on that tour.

MATTHEWS:  But aren‘t you personally thrilled that Charlton Heston is on your side of the gun issue? 

PANTOLIANO:  I think it‘s more important...

(CROSSTALK)

YORK:  We were talking earlier about Republicans have always kind of felt kind of inferior about their stars. 

(CROSSTALK)

MATTHEWS:  But you had John Wayne, who promoted most of the wars we fought.  He‘s been gung-ho for the war effort. 

YORK:  John Wayne died in the 1970s, didn‘t he? 

(CROSSTALK)

PANTOLIANO:  And he‘s been dead for 30 years.

MATTHEWS:  John Wayne pushed the Vietnam War.  I loved him, but he was a hawk.

(CROSSTALK)

PANTOLIANO:  I think the idea for a Democrats to understand is what the Republican have understood.  Their biggest star is Arnold Schwarzenegger.  And he‘s come more to the middle. 

And I think the Democrats need to come more to the middle to get the people in those red states to understand that they‘re really not that bad.  I think that a lot of people in the red states, in the Deep South, feel that Democrats want to give everything away.  And I think that scares them.  And so Republicans play on that fear.

MATTHEWS:  Why are there so few people in the middle in Hollywood, like almost moderate?  For example, Kirk Douglas was a regular Democrat.  He was no lefty.  And everybody—Paul Newman seems like a little bit to the left, but generally to the center.  Why is everybody a screaming righty or a screaming lefty? 

PANTOLIANO:  Well, I don‘t know, but that‘s what the Creative Coalition is—we‘re in the center.  And we‘re a group of Republicans and Democrats that believe on issues that can appeal to both Democrats and Republicans. 

MATTHEWS:  But why are there just Charlton Hestons and Marlon Brandos? 

PANTOLIANO:  I think they‘re used.  I think, at the beginning, they‘re talking from their heart.  And then I think the parties decide to use them to their own efforts.  And before you know it, they‘re so involved that they stay on that party line or they walk away from it, like Marlon Brando did.

MATTHEWS:  Is it your sense, both of you, that somebody could lose money for being a Republican in Hollywood still?  Their careers can be hurt?  Tom Selleck is sort of a middle of the road.  I guess he‘s seen as a Republican by some people.

PANTOLIANO:  Well, you know, Dennis Hopper was disinvited to the inaugural presentation by the committee.  He was part of—he was supposed to be part of that.  And the day before, he was disinvited. 

MATTHEWS:  Why?  Because he‘s against the war or... 

PANTOLIANO:  Well, because—he‘s a Republican and he campaigned for Bush and he raised money for Bush.  But his wife is a Democrat who campaigned for Kerry. 

MATTHEWS:  God.  I always thought of Dennis Hopper as a real maverick. 

Are you surprised he is a real Republican? 

YORK:  No.  I read that he plays a lot of golf. 

(LAUGHTER)

MATTHEWS:  Isn‘t that amazing?  I led two lives.  Anyway...

YORK:  I wasn‘t surprised. 

I think that, if he was disinvited—I didn‘t know what exactly happened.  But it seemed like a terrible idea.  If you‘ve got somebody there who is willing to support you, use him.

MATTHEWS:  Reasonable.  You are a man of reason.  Byron York, your are a man of great reason.

PANTOLIANO:  And here‘s a gift from Park City. 

MATTHEWS:  OK, thank you very much, a Chomsky (ph) for the ages.  I will be noticed as I walk through the airport. 

(CROSSTALK)

PANTOLIANO:  Park City is also about swag. 

MATTHEWS:  This will give me that.

Thank you, Joey Pants and Byron York. 

Join us again tonight at 9:00 Eastern for a special edition of HARDBALL as we pay tribute to Johnny Carson.  NBC Universal President Bob Wright will be with us, along with actor/comedian Chevy Chase. 

And tomorrow night is a big one at 7:00 Eastern.  It‘s the HARDBALL Heroes Tour.  We‘ll be live from Camp Pendleton in California, the home of the U.S. Marines.  We‘re going to talk to the Major General Richard Kramlich.  He was the commanding general with the Marines in Fallujah.  Plus, we‘ll be joined by former Marine and former “Tonight Show” sidekick Ed McMahon. 

Right now, it‘s time for the “COUNTDOWN” with Keith.

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

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