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'Hardball with Chris Matthews' for Tuesday, May 15, 2012

Read the transcript to the Tuesday show

Guests: Ezra Klein, Hampton Pearson, Howard Fineman, Haley Barbour, Sam Stein, Tom Udall, Robert Reich, Sam Stein, Susan
Page, Barney Frank

CHRIS MATTHEWS, HOST: Bain, Bain, go away, come again some other day.

Let`s play HARDBALL.

Good evening. I`m Chris Matthews in Washington. Leading off tonight:
Mitt`s got a name for his pain, Bain. Has Mitt Romney got himself a
heatshield for the Obama assault on his time at Bain Capital? We`ll have
to find out. The pro-Obama super-PAC is jumping into the fight, hitting
Romney on Bain in five swing states with this.


UNIDENTIFIED MALE: He promised us the same things he`s promising the
United States. He`ll give you the same thing he gave us. Nothing.


MATTHEWS: Nothing. The Obama campaign`s goal is stark: make this a
choice election and make Mitt Romney unacceptable.

Also, JPMorgan Chase`s $2 billion loss has a lot of people saying, I
told you so. Barney Frank, as in Dodd-Frank, has been fighting the banks
and Republicans for years, saying banks like Chase need to be regulated so
we don`t have to bail them out. Barney Frank joins us tonight.

Plus, the filibuster has become a routine measure used by Republicans
to require 60 Senate votes to get anything done. In other words, for them
to get nothing done. How about getting rid of it?

And Mitt Romney gets a very low-key endorsement from -- can you keep a
secret? -- W. That`s in the "Sideshow."

Finally, "Let Me Finish" tonight with me thoughts on why we`ve got to
junk that filibuster.

We begin with Mitt Romney and Bain Capital, however. Susan Page is
the Washington bureau chief of "USA Today" and Howard Fineman is editorial
director of for "The Washington Post" (SIC) Media Group, as well as an
MSNBC political analyst.

Well, yesterday we showed you the Obama campaign ad going up in five
swing states while (ph) the pro-Obama super-PAC, Priorities USA, today
action (ph) is doubling down with this new ad set to run on those same
states. Let`s watch the power (ph). Here it is.


UNIDENTIFIED MALE: With Romney and Bain Capital, the objective was to
make money. Whether the companies they came in and worked with made money
or not was irrelevant. Bain Capital always made money. If we lost, they
made money. If we survived, they made money. It`s as simple as that.

UNIDENTIFIED MALE: He promised us the same things he`s promising the
United States. He`ll give you the same thing he gave us. Nothing. He`ll
take it all.


MATTHEWS: "He`ll take it all." Susan, this is rough stuff. This is
hitting the guy on the first play of the game. The campaign began about a
week ago, and all the talk about gay marriage, but the campaign really
began from the Obama campaign (INAUDIBLE) last weekend, and here they are,
hitting with everything they`ve got. This is hard tackling, hard assault.

SUSAN PAGE, "USA TODAY": So here is the Obama campaign defining Mitt
Romney before Mitt Romney has a chance to define himself. And they`re
saying, He`s rich, he doesn`t know anything about your life, he doesn`t
care about you. These are very effective attacks.

MATTHEWS: I think Romney has defined himself, and I think people do
know who the guy is, by the way. He`s been running for office for years
now, ever since -- ever since the early `90s up in Massachusetts. We`ve
been covering those campaigns. We`ve been looking deeply at the guy. And
what we`ve seen is a guy who`s basically runs a campaign, I`m not the other
guy. He`s never wanted to focus on him.

Anyway, what do you think of this ad campaign?

Well, first of all...

MATTHEWS: In other words, does he want to define himself? I`m not
sure he does.

FINEMAN: First of all -- well, I was at Obama headquarters yesterday,
spent the day there. And it`s clear to me their overriding strategic
doctrine, in addition to the gay marriage stuff and somewhat touting the
president`s record -- they don`t want to run away from it, they don`t want
to be seen as running away from it. The primary doctrine is to go after
Mitt Romney.

They want to meet him on the economic ground, and they want to, as
Susan said, try to define him more, OK? Most people really don`t know that
much about Mitt Romney. They really don`t know the details of his business


FINEMAN: And what the Obama campaign is dedicated to doing is to
unpacking every negative detail they can find about Mitt Romney`s time at
Bain Capital, about his time as governor of Massachusetts, even his time
running the Olympics in Salt Lake.

MATTHEWS: But let`s be fair -- I don`t want to say "Let`s be fair."
Let`s get the whole story. He doesn`t want that kind of focus, does he.

FINEMAN: Well, I think what they`re saying is, Hey, pal -- the Obama
people are saying -- You want to focus on the economy? You want to make
this all about the economy? You want to say that you don`t matter and it`s
just about Obama`s record? We`re not going to accept that. This is a two-
person race...


FINEMAN: ... and we are going to throw it right back (INAUDIBLE)

MATTHEWS: If this guy wanted us to know about himself his way, right,
the so-called Mitt, the real Mitt -- never goes on "Meet the Press," never
does the Sunday shows, hides it over there in Fox-land, where he gets those
interviews he wants, doesn`t really tells us about -- you know, he doesn`t
want to talk about his religion. OK, that`s his call. But I know why he
doesn`t want to talk about things like that.

He doesn`t really want us to know. It seems like all he wants to do
is look at the GDP, it`s not growing fast enough, so put in the relief
pitcher. Don`t even ask who the relief pitcher is.

FINEMAN: That`s their theory.

MATTHEWS: Don`t think about -- by the way, Santorum`s no good, Newt`s
no good, don`t look at me, they`re no good, so you got to take me. It`s
all about a process of elimination, and he`s the last man sitting, but
don`t look at him. So when we get him as president some day, all of a
sudden, we got to look at him. My God, we made him president because he
was the only alternative, and wow, do we really want this?

FINEMAN: Well, the Obama campaign...


FINEMAN: ... is dedicated to not letting that happen.


PAGE: But -- but -- he`s a president -- Obama`s a president running
for reelection.


PAGE: It`s -- the first step is a referendum on him.

MATTHEWS: I agree with that.

PAGE: And the Mitt Romney people want to win that debate, that

MATTHEWS: OK, let`s look at the -- your poll against the (INAUDIBLE)
Here is some of the new numbers in your "USA Today" Gallup poll. You have
lurched into the popularity of your own poll around here. Here it is,
going on offense for trying to attack Romney`s business record.

So let`s take it -- U.S. voters in your poll, two questions. Would
the economy improve in four years under a Mitt Romney presidency? And
would it improve if President Obama is reelected? The first question, 57
percent say if Romney gets in there, the economy`s going to be better.
Only 44 say the same thing if Obama gets reelected. So that`s why he wants
to keep talking about -- what?

PAGE: So people who are not yet for Mitt Romney have greater faith in
Mitt Romney than they do in Barack Obama...


PAGE: ... in handling the economy.

MATTHEWS: Why do they have faith in him?

PAGE: Because the economy`s been so tough.

MATTHEWS: But why do they have faith in a guy (INAUDIBLE) tested?

PAGE: Because they think he`s -- they see him as a business CEO with
a record. And that`s one reason these ads focus not on his stewardship in
Massachusetts as governor, but on the thing that`s his big...

MATTHEWS: His strength...

PAGE: ... calling card, which is his business...

MATTHEWS: Same thing...


MATTHEWS: ... the W. people did to Kerry, go after your strength.
You`re a soldier, you`re a hero, a patriot in South Vietnam, we`re going to
nail you (INAUDIBLE)

FINEMAN: Right. I think the Obama people understand that they have
to destroy Mitt Romney`s reputation, or superficial reputation...


FINEMAN: ... now as a great business manager, or at least an
effective business manager, if they`re going to win the election. Because
it is going to be about the economy, and if they don`t destroy Mitt
Romney`s credibility on that basis, it`s going to be a very, very difficult
race to win.

MATTHEWS: And that`s -- you know, somewhere the president said that
in the last couple days. He said, This is what the election`s about. It`s
about this ability to create jobs and whether he`s got it or not -- his
opponent`s got -- top Romney adviser Eric Fehrnstrom went on the "Today"
show this morning to rebut the Obama campaign ads. Let`s watch him.


ERIC FEHRNSTROM, ROMNEY ADVISER: I think these attempts by President
Obama to distract from his own poor record on the economy is the biggest
smokescreen since Mount St. Helen`s erupted.

Look, we know from our own 401(k) investments that not every stock we
buy, not every company we invest in turns out to be a winner. But over the
long haul, Mitt Romney has had many more successes than failures. He`s
learned from both experiences, and that`s what makes him so qualified to
lead on jobs and the economy.


MATTHEWS: Let me -- let me just critique that performance. First of
all, it`s -- they put the guy in to do these one-liners, these little
staff-written -- I used to write these things -- the biggest smokescreen
since (INAUDIBLE) This is what we do on Capitol Hill. (INAUDIBLE) you guys
and women up there watching, this is what you do, and you know what you do,
come up with these little, ridiculous, over-the-top metaphors.

But here he -- this is my favorite. Let -- you know, look, We all
know from our own 401(k) investments -- Romney can`t do that! He`s got to
put on the surrogate to do it! He can`t say, Well, as we all know from our
401 -- he doesn`t have a 401, Romney! He doesn`t have a human, normal
experience in economic life. He`s a quarter-billionaire! So he has to put
a guy on, a shill. They got to put a guy on there, a substitute, to
explain American life.

FINEMAN: Well...

MATTHEWS: As we all -- could Romney say, Look, we all know from our
own 401s? Come on.

PAGE: Could -- could -- but in fairness, could President Obama say

MATTHEWS: Yes. Well, he could have when he was running the first

PAGE: Well, he can`t say it now. I mean, they`re both -- they`re
both rich guys.


PAGE: Romney is extra rich, but Obama...

MATTHEWS: Do you know why Obama wrote? Because he actually -- unlike
so many people in the media and elsewhere, he actually wrote his own book!

PAGE: Yes. OK.

MATTHEWS: OK, how`s that for a (INAUDIBLE)

PAGE: OK, I think -- I think -- I think that`s great. But you know,
one thing, the attacks on Mitt Romney are not only on his business record,
they`re also on his values because what that very affecting steelworker was
saying was...


PAGE: ... He didn`t care about us. And that`s -- he could be a very
successful businessman...

FINEMAN: Yes, that`s right.

PAGE: ... and still not care about average people.

FINEMAN: Susan`s right. You have to tie the two together, and that`s
what the Obama campaign is going to try to do. When you talk to the Romney
people, as I did in Boston last week -- I`ll quote Stuart Stevens, (ph)
who`s the top media guy for Romney. He said, You can`t convince people
that they`re dry when they know that they`ve gotten wet.

And his point is that, somehow -- their faith, somehow, is that the
overriding feeling of the American people of concern about the economy is,
in the end, going to turn the Obama campaign into a kind of house of cards
that`s somehow going to collapse at the end. And that may or may not be
folly, but that`s their view.


FINEMAN: And the Obama campaign, not taking any chances, is going to
do exactly what Susan said, attack Mitt Romney`s business record, or
business management, and tie it to values, tie it to his character, tie it
to the idea that he`s a guy who doesn`t care.

MATTHEWS: Yes, but you said something before we came out here, and
you`re so brilliant sometimes. I mean, no, you are really brilliant
sometimes. You said, basically, he won the primaries by saying nothing
about himself, but, I`m not Santorum, I`m not Newt Gingrich, and he wants
to win the general election by saying, I`m not Barack Obama.

FINEMAN: Well, and...

MATTHEWS: But who is he? Who is -- is he a good guy? Is he a guy
that`s going to look out for the country?

FINEMAN: Well...

MATTHEWS: Is he going to be a cold business guy...

FINEMAN: Now, to go to...

MATTHEWS: ... some Scrooge?

FINEMAN: To go to the...

MATTHEWS: Some Mr. Potter?

FINEMAN: Now, to go to the other side -- yes, he`s trying to win by
the process of elimination, as you say. But...

MATTHEWS: You said it.

FINEMAN: Yes. OK. But on the other side, David Axelrod, who I spoke
to yesterday, who`s the top manager for Barack Obama, said...


FINEMAN: ... you can`t win an election by the process of elimination.

MATTHEWS: But is that -- is that true?

FINEMAN: I don`t know.



MATTHEWS: You figured it out...


FINEMAN: I don`t know. And they`re saying -- Axelrod says no. It`s
about two people. It`s about two candidates and the level of trust and
understanding you have with those people.

MATTHEWS: But I don`t think -- look, it`s tricky to talk about
religion, and I don`t think we have to explain our religion or anything,
but Romney`s a very family-oriented guy, a very religious-oriented guy. If
you want to find out the real Romney, it`s very hard to talk about him
except in those personal family terms. And he doesn`t tell us much!

PAGE: But in answer to the question you just asked, no, it`s not
enough to do it just by the process of elimination. If the first step is a
referendum on the president, the second step is, Are you an acceptable


PAGE: ... if I`m unhappy with the president. And that`s the --
that`s the bar...


MATTHEWS: ... this is what I always say.

PAGE: And that`s the bar that Ronald Reagan got over in 1980. And if
-- if you -- if he manages to make this a referendum on Obama, he will then
have to face that (INAUDIBLE)

MATTHEWS: But Obama`s putting every nickel into these ads, right now
as we speak, so that people won`t say, How`s the pitcher doing on the
mound? How`s the guy doing in the bullpen? How`s that guy -- do you
really trust him?

FINEMAN: What he`s trying to do, in a sense, is what Bill Clinton`s
people did to Bob Dole in 1996. They`re trying to drive him so deep into a
hole -- Romney so deep into a hole now that he won`t be able to recover

MATTHEWS: Does that work?

FINEMAN: Well...

MATTHEWS: Games won in the beginning of this season...


FINEMAN: It worked with Dole. I don`t know if it`s going to work...

MATTHEWS: Hang onto that chair!


MATTHEWS: Every once in a while, we have that chair out of Austin
Powers that disappears into the floor! You`re not going to the floor,
Howard! You`re great. Howard Fineman, hanging on for his life. He is
brilliant, by the way. And Susan Page -- even though he`s losing his

Be sure to get the new NBC politics app, by the way, for your iPad
that brings you inside the 2012 election.

FINEMAN: Got to do something about this.

MATTHEWS: ... featuring our daily tip sheet and battleground map. We
have state of the art stuff, we just don`t have good chairs here! You can
download it for free from the app store today.

Coming up: JPMorgan lost a whopping 2 billion bucks just in the last
couple days. That`s got a lot of people saying, Told you so. Barney
Frank`s coming here, along with Robert Reich, two of the most smartest
people on the progressive side, to talk about why we need more regulation
on banks so taxpayers don`t have to bail them out. They`re both coming
here, Reich and Frank.

And this is HARDBALL, the place for politics.


MATTHEWS: Well, if you`re hoping to find someone other than President
Obama or Mitt Romney on the ballot, you may have to wait another four
years. The group Americans Elect was hoping to get on the ballot in all 50
states and select a centrist independent candidate through an on-line
nomination process.

Well, both Democrats and Republicans have worried about what effect a
third party run like that would have on the election, but last night,
Americans Elect admitted it couldn`t generate enough interest among
possible candidates and that its effort had failed. Well, that`s honest.

We`ll be right back.



Wall Street reform. The whole point was even if you`re smart, you can make
mistakes. And since these banks are insured, backed up by taxpayers, we
don`t want you taking risks where eventually, we might end up having to
bail you out again because we`ve done that, been there, didn`t like it.


MATTHEWS: A strong voice there by the president. By the way, welcome
back to HARDBALL. President Obama there, of course, on "The View" making
an even strong case for Wall Street reform in light of the JPMorgan $2
billion trading debacle. He emphasized, by the way, that this issue will
be a driving force in the election. Catch this line.


OBAMA: This, again, is going to be part of what the election is
about. We`ve got real differences here because Governor Romney, members --
some of the Republican members of Congress and the financial industry have
been arguing that this is unnecessary, that this is impeding capital
formation, it`s making it harder to lend to businesses, et cetera.

And what I`ve said is, Look, we want a successful financial industry.
That`s always been one of the hallmarks of America. But what makes us the
best financial industry is transparency, accountability, rules.


MATTHEWS: Wow! U.S. Congressman Barney Frank`s author of the Dodd-
Frank bill, designed to rein in reckless Wall Street trading, and Robert
Reich was labor secretary in the Clinton Administration. He`s author of a
new e-book, "Beyond Outrage: What Has Gone Wrong With Our Economy and Our
Democracy and How to Fix It." That gets to the heart of it.

Congressman Frank, I just want to say that over the years, I`ve
watched people like you and Mr. Dingell and Mr. Markey and people -- and
Henry Waxman who`ve devoted your careers, basically, and you`ve given up a
lot in terms of opportunity costs and career opportunity to do one thing,
try to keep big capitalism tamed for the average person.

And it seems to me that Romney`s saying, Don`t do that. Is that -- it
just seems to me he and JPMorgan say, Leave us alone, let us make some
money, stay out of our way and the country will be better off.

REP. BARNEY FRANK (D), MASSACHUSETTS: He has said that explicitly.
He said that we should repeal the financial reform bill. Now, you know, I
wish we could go back. In 2009, we were voting on this in the House,
Frankly, the bill isn`t as tough as I wanted it to be in a couple of areas
regarding derivatives. It`s still tough enough if we get that -- that
authority fully used, but Romney said that we should repeal it until -- he
was saying consistently we should just repeal t.

About a week ago, after the JPMorgan screw-up hit, he amended that to
say that it should be repealed and replaced. Replacement is a new -- it`s
-- that was the latest in what I call a series of remits. A remit is when
Romney has to change his position because he`s in a different political

But by the way, as we talk now, as of a week ago, the Republicans put
a bill through the committee, of which I`m now the minority leader, that
would have removed any regulation about -- over the type of trade that
JPMorgan was engaged in at all, whether it was done by a bank or not.

We should remember these derivatives are dangerous when they`re done
by banks, they`re also dangerous when they`re done by others. AIG was not
a bank. So we have regulations (INAUDIBLE) restrict this in particular.

But there is a pending Republican bill, went through our committee
over Democratic opposition, that says -- and I`m not kidding -- if an
American institution conducts derivative transactions overseas to a
subsidiary overseas, it`s not subject to American regulation.

That`s the JPMorgan Chase case. So before the word got out that
they`d lost $2 billion, they were prepared to say not only would it be able
to be done in a bank, but there would be no regulation of that derivative
transaction whatsoever.

MATTHEWS: Let me go to Secretary Reich. It seems to me just in terms
of people that don`t understand derivatives, don`t understand all the stuff
that Mr. Frank understands -- and they love on Wall Street the complicated
-- the more complicated, the better.

Haven`t they seen all of the movies? Haven`t they seen Hank Paulson
played by Bill Hurt and all these guys -- and "Margin Call," movie after
movie in our culture saying, these guys are ruthless SOBs. They will do
anything to make money. Don`t trust them. Keep the lights. Keep them
regulated and watched. They are taking -- and, by the way, when they get
in trouble, there come up with the begging bowl.

Oh, take care of us now. Come take care of our billions. They`re
very big on big government when it comes to saving they`re keisters. And
yet don`t they have any -- any shame? That`s my question, these guys.

shame, and I think most of the public is very skeptical and very

I mean, that`s where the Tea Party movement came from, is the bailout
of Wall Street. The Tea Partiers hate Wall Street as much as...


MATTHEWS: Well, why do they vote Republican then?

REICH: Well, they are -- they are -- they kind of feel like
government inevitably is taken over by Wall Street. And big government and
big business, they`re all in cahoots together.

MATTHEWS: Well, Romney is that.


MATTHEWS: He is that.


REICH: Yes, he is that.

And what J.P. Morgan`s Jamie Dimon has been doing and Wall Street as a
whole has been trying to erode the Dodd-Frank bill, trying to provide even
more license for what they were doing before. The so-called Volcker rule
under the Dodd-Frank law is sort of Glass-Steagall-lite.

The old Glass-Steagall from the 1930s, that act...


MATTHEWS: It separated commercial from investment banking, yes, I

REICH: Yes, separate commercial and investment banking. It was
thrown out in 1999, and a lot of people felt it had to come back.

And what happened -- the Dodd-Frank act is a great act as far as it
goes, but it did not resurrect Glass-Steagall. Wall Street has been trying
to get rid of the Volcker rule, which is Glass-Steagall-lite. And now I
think there is a political possibility -- Barney Frank knows better than I
do, but I think there is a political possibility to come on much tougher,
at least for Democrats and the Obama administration to say, now is the time
to bring back Glass-Steagall.


MATTHEWS: You know, I was thinking -- let me go to Barney Frank.


MATTHEWS: Congressman Frank, you are a villain to the bad guys, I
think. You`re like Franklin Roosevelt. He says, I relish their hatred. I
want those guys the hate me.

Do you feel like that, that the big business tycoons that love as much
cowboy license as possible to make as much money with as much risk as
possible, they see you as what? Who are you to them? You`re the guy that
says, no, you can`t play that way.


FRANK: Chris, I claim to be the greatest fund-raiser of any
congressional candidate in America, because when I run for office, I raise
double money.

The last time I ran, I raised several million for myself, but I raised
several million for my opponent. The Republican who ran against me
announced -- he got in trouble. He filed his FEC forms all -- very badly.

He said it wasn`t his fault because until the primary in September,
for about a year, he only raised $200,000. Once he was the nominee against
me, he raised a country of million dollars in six weeks, couldn`t keep
track of it.

But I do want to go back to one substantive point that Bob Reich made.
Yes, the Volcker rule properly enforced, and I believe it will be now --
people have written that off. I think it`s going to be enforced. And I
believe that we have the rules in there -- that we have the law that will
allow what J.P. Morgan Chase did to be made illegal

But it`s not enough. And this is why we had not just do Glass-
Steagall. Glass-Steagall didn`t -- there weren`t derivatives back then.
There wasn`t securitization where banks made loans and sold the loan and
didn`t care who borrowed.


FRANK: We have things in there, for example, about derivatives.

And even if J.P. Morgan Chase wasn`t doing the derivatives, they`re
still dangerous. They still need to be regulated. Remember, AIG was an
entity that got into serious trouble with derivatives and couldn`t pay off
and they were not a bank. So, yes, I want the Volcker rule...


MATTHEWS: OK. Explain the Volcker rule. Explain the Volcker rule in
common language.

FRANK: The Volcker rule says if you are a bank and you receive
deposits and because of that you get positive insurance from the FDIC, you
may do what a bank does in terms of servicing your clients, but you cannot
engage in trading on your own account.

You can lend money. That`s what banks are supposed to do. A lot of
them have forgotten that. They`re supposed to take money from people who
have excess capital, bundle it up, and lend it to people who are going to
produce goods and services.

Then we have said also, look, if you have a customer, you`re a money
manager, you can do things for your customer. But you -- that`s the
customer`s money.


FRANK: But you can`t take the money that the federal government
insures and get into these bets.

And, by the way, I had an interesting point that the chief of staff on
the committee on my side, Jeanne Roslanowick, a very smart woman, pointed
out to me this fall, some of them have been saying, oh, well, you -- when
you say that the banks can`t hedge that way, can`t get into hedging, you`re
going to cut their profits.

But hedging isn`t supposed to be a profit-making institution -- entity
-- or operation.


REICH: Exactly.


FRANK: ... protect against loss.

MATTHEWS: Let me go back to Mr. Reich for equal time.

Bob, let me ask you this about your book and about what you think this
election is about. Bottom line, what`s it about, this whole question of
fairness, of power, what?

REICH: It`s about whether we want a society in which the -- a very
small -- in fact, a getting-smaller group of people are going to treat it
like a plutocracy in which they run our economy and they run our democracy.

This is where we`re heading right now. This is what we`re talking
about. Mitt Romney is the poster child for that kind of plutocratic
economy and society. And I think what the administration and what the
White House, what Democrats need to do is not only link Mitt Romney to the
character issue. He`s the kind of person who, as a private equity manager,
did this and this.

I think they ought to link him to the drift of this entire economy and
society toward control by a smaller and smaller group of plutocrats.

MATTHEWS: I agree with that. It`s getting more and more like Latin
America was 50 years ago, 1 or 2 percent running everything.

Anyway, thank you very much, U.S. Congressman Barney Frank of
Massachusetts and Robert Reich, former labor secretary.

REICH: Thanks, Chris.

MATTHEWS: Good luck with your book. It`s called "Beyond Outrage,"
and it`s an e-book, which, by the way, are getting more -- bigger than
print books these days.

Up next: George W. Bush finally gets around to endorsing Mitt Romney.
Boy, is this weird. Maybe he didn`t want the endorsement. It`s the
shortest -- wait until you see this endorsement. It`s almost in a doorway
kind of thing.

This is HARDBALL, the place for politics.



presidential presumed nominee for president, Mitt Romney once lost $2
billion -- $2 billion. Then he found it in another pair of pants.


LETTERMAN: Oh, there`s my other pants, $2 billion.


MATTHEWS: Well, back to HARDBALL. This is of course the "Sideshow"
and David Letterman has latched on to what we hear so often about Mitt
Romney. He just fails at coming across as your average American guy.

Anyway, James Lipton, host of "Inside the Actors Studio," thinks he
has the solution, acting lesson for Romney. First on the agenda, Mitt
Romney`s laugh.

Here he is, Lipton, speaking directly to Romney.





LIPTON: It isn`t working. It`s inert. It just doesn`t come across
as genuine.

Worst of all, it`s mirthless, which is to say, that while you expect
us to be amused, you`re not the least bit amused yourself. I have advised
people who are watching you to freeze the frame and then put their hands
over the lower part of your face and look at your eyes. There is no
pleasure there.


MATTHEWS: Oh, is that powerful stuff? James Lipton getting to the
heart of the matter, or the lack thereof.

Anyway, next up, former President George W. Bush gave his endorsement
of Mitt Romney today in Washington. Wondering how you missed the big
speech? Well -- the photo-op? Well, you`re not alone. There was none.
In fact, here`s how word of the endorsement got out -- quote -- "`I`m for
Mitt Romney,` Bush told ABC News this morning, as the doors of an elevator
closed on him, after he gave a speech on human rights a block from his old
home, the White House."

That`s all it was. And that`s what it was, a four-word endorsement on
the way through a door. Although given the amount of backhanded shows of
support we have gotten from other former candidates, by the way, and other
Republicans, it`s quite in sync with what we have been hearing, the lack of
enthusiasm in those endorsements from others.

Finally, I was on "Jeopardy" last night, my third time out, and let`s
just say that things evened out last night. I had won the first time, came
within inches of winning the second time. This time out, I had some stiff
competition, in fact, at times brilliant, from Robert Gibbs, President
Obama`s first secretary, and the great Lizzie O`Leary from CNN.

They were good. I was not.


MATTHEWS: Let`s $200 for the category crossword (INAUDIBLE)

ALEX TREBEK, HOST, "JEOPARDY": All right, pay attention now. At
blank, soldier. Four letters.


MATTHEWS: At ease, soldier. What is at ease, soldier? What is ease,
soldier? What is ease, soldier?


TREBEK: Ease, yes. All right.

Less than a minute to go now.

Full name of the U-2 pilot shot down over the Soviet Union in 1960.


MATTHEWS: Who is Gary Powers?

TREBEK: We need the full name.

MATTHEWS: Who is Gary powers?



TREBEK: Lizzie?

LIZZIE O`LEARY, CNN: Who is Francis Gary Powers?

TREBEK: That`s it, yes. Full name.

Lizzie benefits. She selects.



MATTHEWS: What are you going to say? Francis. OK, I can say it now.
That`s just -- well, let`s leave it at that.

Anyway, up next, who is going to win those critical battleground
states come November?

You`re watching HARDBALL. We`re going to talk about it here on the
place for politics.


CNBC "Market Wrap."

The Dow slips 63 points, the S&P is off seven, the Nasdaq loses eight.
J.P. Morgan shares ended 1 percent higher after shareholders endorsed CEO
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Facebook shares are now expected to sell from between $38 to $48 a share
later this week, higher than its previous range.

That`s it from CNBC, first in business worldwide -- now back to

MATTHEWS: Welcome back to HARDBALL.

We`re less than six months away right now, well, that sounds like it`s
right around the corner, doesn`t it, from Election Day with both candidates
focusing on a narrow sliver of votes in a handful of swing states. Here`s
what the race looks like right now, according to NBC News political
electoral map.

Democrats have 231 electoral votes in states that are either solidly
or leaning Democratic. You know, pattern is pretty strong there.
Republicans are leading in states worth 197 electoral votes. And 110 are
up for grabs in the remaining states.

And here`s how the race looks in states according to the
RealClearPolitics average. President Obama leads in Nevada by eight
points. In Pennsylvania, he`s up by seven, in Ohio by five, in Virginia by
four. Florida, well, Florida, it`s a tossup, a total tossup at this point.

Haley Barbour was governor of Mississippi, also served as RNC
chairman. And Sam Stein is a political reporter for The Huffington Post.

Gentlemen, I want to hit you with the question that jumps into my mind
if I were either of these candidates or their top campaign advisers. What
would be the screwy things I would be worrying about between now and
November that have -- are under the control of God or whoever else, but you
have no control over?

First off, Haley Barbour.

long time ago, Chris, not to worry about things I got no control over.

I think what these guys and their campaigns are focused on, yes, what
are some variables they are going to have to deal with, but they`re not
worried about things that they literally have no control over. They`re --
Obama wants to make this election not a referendum on his record, not a
referendum on his policies or the results of his policies.

You will see their advertising, as you all talked about a little
earlier in the show. Their advertising is going to attack Romney`s
character. He`s a bad person. He doesn`t care about people like you and
me. He`s selfish, he`s greedy, he`s rich, blah, blah, blah, blah, blah.

Romney, on the other hand, will be very negative, but it will be
Obama`s policies have made it harder to create jobs, Obama`s policies have
made the economy worse, Obama`s policies have made gasoline prices double,
Obama`s policies are going to make health insurance and health costs go up.

MATTHEWS: Well, I may agree with you, except that he`s never said
character. He just says what Romney did for a living was basically

BARBOUR: Well...

MATTHEWS: Running equity -- a private equity firm, goes out there and
basically is a chop shop that doesn`t care about jobs. It cares about the
wealth-making of those who invested in the company, not in the companies
they take over.

BARBOUR: Well, there are a lot of companies in my states and other
states that were failing. Somebody came in and infused some capital in
there, and maybe they did have to reduce the work force 10 percent or 20
percent, but the other 80 percent are still there working.


BARBOUR: And we`re grateful for it.

MATTHEWS: OK. A lot of people -- let me go back to Sam Stein on this
same question. I want to get back to the uncontrollables out there.

I pick up the newspaper every day and see effects going on about our
economy. Why are two -- why is American business sitting on two trillion
bucks? That may be more important than the billion they`re spending trying
to destroy this guy in advertising. Why are consumers sitting -- because
they read the paper and it says Europe couldn`t do anything, Egypt couldn`t
do anything. What`s going on in this crazy world?

Your thoughts, uncontrollables.


No, and I was -- I was in Chicago with my great calling Howard Fineman
yesterday. We were talking to some campaign operatives on the Obama
campaign. And they readily acknowledged that they can move the margin a
couple percentage points here or there, but that would all be neglected,
for instance, if a real financial crisis hit Europe again and the credit
markets just dried up. And, you know, there are things outside of their
control that they are worried about.

And I think, you know, the governor is right that there is little you
can do about it special well this Congress. There is very little that the
president can pass now that might stimulate economic growth, but there is a
lot that could go wrong, and I think they`re all just waiting to see if
there is another domino to fall.

CHRIS MATTHEWS, HOST: What did you think about that joke we just
played from Robert Lipton or James Lipton is it, who does acting?
Everybody likes that stuff. He says the guy doesn`t have an authentic
laugh. That there`s not an authentic personality, Mitt Romney, he`s
basically a performance artist who isn`t really that guy he`s showing us to
be. Not even his laugh is real.

BARBOUR: Let me confess, I was walking into the studio so I didn`t
see it.

MATTHEWS: Let me ask you about this because you`re a personal pal
(ph), do you think this guy is a visceral personal pal Romney, or is
running basically saying that guy has blown and give me the job?

BARBOUR: No, I think Romney is a genuine person but he doesn`t
connect with people like Bill Clinton, he doesn`t connect with people like
Ronald Reagan.


BARBOUR: He doesn`t have those candidate skills. But he is a very
capable guy who is for the right things.

And we talk about $2 trillion sitting on the sideline and Obama can`t
do anything about it because of this Congress. Well, the $2 trillion is
sitting on the sidelines because of the Democrat government he controlled
when he wanted to give them the highest tax increase in the country fell
primarily on employers.

MATTHEWS: Yes, but --

BARBOUR: It was a plan where you put every budget he proposed --

MATTHEWS: Yes, but that`s not the world they`re living. This us
living under a tax the Bush program right now. George W. Bush`s tax regime
is what we`re under right now. All the tax cuts Bush wanted are still in

You get in here, Sam. I mean, we`re living in a world designed
fiscally by George W. Bush and Obama hasn`t been able to change it an inch.


BARBOUR: And I`ll respond.

STEIN: Well, listen, just a quick point. To Chris` point, you know,
Obama gets attacked on occasion for extending the Bush tax cuts, and then
we turn around and get people like the governor who says he`s done a lot to
raise taxes, which is factually not accurate. Same thing with regulation,
there is a great "Bloomberg" piece a while ago that have regulations
actually down under Obama than they were compare to Bush. Fewer
regulation, and yet he gets attacked as a sort of regulatory dictator.

I think, you know, the facts sometimes get in the way of these
attacks. But it is a truth that the Republican Congress has stymied a lot
of the legislation, I don`t see how that`s convertible. And I think for
the large part of the White House. They are very framed by the fact that
they have little legislative remedy for what`s going on. I know that they
have a wish list of things they want to, but that`s largely recycling of
the wish list as they have been pushing for a couple months now, the
problem is they just can`t move Congress.

BARBOUR: When the president had Congress totally under his control,
even the Democrat Congress would pay us all the tax increases --

MATTHEWS: So, why is everybody spoofed?

BARBOUR: Because he keeps coming back every time and saying, I want
a trillion and a half more. The only we can do anything about the --


MATTHEWS: The Republicans control the House of Representatives. The
House of Representatives sets tax policy in this country. There is no way
this president who`s a Democrat, he`s going to raises taxes with the House
of Representatives strongly under the control of Boehner and the Tea Party.
You`re running two year old campaign ad here.

BARBOUR: Listen, do you think these businesses are not going to see
what happens after the election? Do you think they`re going to invest
trillions of dollars not knowing if Obama is going to tax cut has been --
tax increase that he`s been asking for since the day he got into office?

MATTHEWS: OK. Now, we`re talking about what might, might have.

Let me ask you about something I know you`re good at, personality
politics. Is there any way Obama can sort of gassy up his sales pitch, his
personality with a running mate, if he picks with a little more color? For
example, would you go outside the box for people like Nikki Haley, Bobby
Jindal, Condi Rice, or would you stick with the sort of the white bread
approach -- to be blunt did it, just boring people like Portman, Ryan,
Thune? Would you go with excitement or personality, or go with someone who
fit more in the IBM business mode of Romney?

BARBOUR: As you know, Chris, what campaigns will do is they will
look at this and say, what is our goal from a vice president, do no harm?
Carry a big state that we wouldn`t otherwise carry?


BARBOUR: Unite the party?

MATTHEWS: And do the work. Who would it be?

BARBOUR: Well, if you`re trying to get somebody carry Ohio or
Pennsylvania, would Portman give you Ohio? Would Ridge or Corbett give you
Pennsylvania? Do you need Rubio to carry Florida? Nobody thinks you`re
going to successful in reshuffling the deck.

And the good news for Romney is, he doesn`t need to do that. He
doesn`t need somebody --


MATTHEWS: It`s not going to work big. There`s no big game changer

OK, thank you, Haley.

BARBOUR: A lot of good policy.

MATTHEWS: Governor of Mississippi, thank you, sir. He`s good at

Some Stein, thank you.

Up next -- we disagree over policy, obviously. Why does it take over
60 votes to get anything done in the Senate? Because the Republicans made
the filibuster routine, that`s killing government in this country.

This is HARDBALL, the place for politics. I know you love it.


MATTHEWS: Is it time to kill the filibuster for good? Back with
that after this.



UNIDENTIFIED MALE: All right, sir, I guess I`ll just have to speak
to the people of my state from right here. And I`ll tell you one thing,
the wild horses won`t drag me off this floor until those people have heard
everything I`ve got to say, even if it takes all winter.


MATTHEWS: Yes, one of my favorite movies, "Mr. Smith Goes to
Washington." The filibuster however that might be the most romanticized
acts in Congress as dramatized to mythic proportions in that film. But in
truth, that scene bears very little resemblance to how the filibuster is
used today. There are no floor shows like Jimmy Stewart put on their. In
fact, the senator doesn`t even have to remain on the floor to hold up
Senate action.

And Republicans have taken the action to extremes. Catch this number
-- since 2007, just five years ago, Democrats have been forced to break or
try to break Republican filibuster threats, 360 times. That`s almost one
every five days. The result is near paralysis in the U.S. Congress for
anything to get done. There needs to be a super majority of 60 votes, in
other words. And many say they have had enough of it.

Senator Tom Udall of New Mexico is a leading advocate for reforming
how filibusters are used.

And Ezra Klein is a columnist who I`m falling in love with every time
he writes right now. He`s an MSNBC contributor.

Ezra, your column was brilliant. It`s another of those misdeeds by
Aaron Burr, besides killing Alexander Hamilton. He killed the motion to --
to move the previous question. Which all you had to do was get 50 votes,
move the previous questioning with stop the B.S., let`s move on and vote.
They got rid of that in the early 19th century and since then they had this
growth of the mayhem of the filibuster.

Your thoughts. Are we better off -- we only got a few minutes here.
Are we better off without the filibuster or with it? Period.

EZRA KLEIN, MSNBC POLICY ANALYST: I think we`re better off without
it. I think the fundamental reality of the filibuster is you ask, should
the majority be accountable for what they have done? What the filibuster
does in its current form is minority holds up action, it holds up Senate
for doing anything, and then the public, which is not composed of
congressional reporters watching procedure every day, the public votes on -
- they judge the majority on what the minority kept them from doing.


KLEIN: I think in the end, the fundamental dangers breaks down
Democratic accountability because people don`t know why things aren`t
happening. And that makes them angry but they don`t know where to put
their anger.

MATTHEWS: OK. Senator Udall, coming out of this election, you can
say the president, if he is re-elected will have 52, at the most, senators,
if he`s lucky, 51, 52. If he loses and Romney comes in, he`ll have 50, 51
senators. You`ll have enough. But nobody going to have 60.

And therefore nothing is going to get done again for another two

How can anyone defend that 60-vote rule that the filibuster entails?

SEN. TOM UDALL (D), NEW MEXICO: Well, I don`t think you can defend
it. I think that`s the reason we need filibuster reform. We led the fight
last time. We got 46 votes to change. If we had 51, we could have changed
the rules and I think we would have a much more responsive institution.
The Senate could be working on doing the things the American people want it
to do.

MATTHEWS: Why can`t you just pass a motion to bring back the motion
to move the previous question, end debate, and forget the other rules?
Just bring that rule back.

UDALL: Well, you could do that. There are a variety of things. The
important thing I think would be to do what I would call a talking
filibuster. Where, like Jimmy Smith, Jimmy Stewart in "Mr. Smith Goes to
Washington," you got to put some effort in, in order to do the delay, let
the American people know why you are holding everything up.

MATTHEWS: Why didn`t previous senators get rid of that rule? That
you have to sleep out there, you got to go in the bunk beds in the back
room. You got to -- I remember how it used to be, they brought the bunk
beds in. You have to go around the clock rotating a number of senators who
were filibustering, had to be talking. Why did they get rid of that, the
real filibuster?

UDALL: Well, we could do that today. We could still if we had the
will to require people to come in and go through the debate. The problem
is, it`s very one-sided. The majority has to produce 51 senators to be on
the floor at all times and the minority only has to have a couple of
senators there. And so, that really is a one-sided contest.


UDALL: And when we have tried it, when we have tried it, they have
ended up caving in, and allowed certain things to move forward.

But the central issue here is, Harry Reid has now said that the
agreement, the gentlemen`s agreement isn`t working. And that`s big.
Because it`s normally taken leaders to get reform in the Senate and what --

MATTHEWS: Last word, last word. We got to go right now. I`m sorry.

Last word, Ezra. Your thoughts. Do you think based upon what you`ve
been able to study -- any chance this will be declared unconstitutional,
the filibuster?

KLEIN: I don`t think it is very likely. I don`t think it`ll be
likely in the short term.

But one real quick thing, if Romney comes in with Republican
Congress, remember budget bills can be protected from filibusters so the
Ryan budget for instance can be passed with 51 votes, but you couldn`t do
immigration reform that way.

MATTHEWS: By the way, it`s already written in my commentary. I`ll
be back with that in one minute. This is an asymmetrically (INAUDIBLE),
Democrats can`t produce positive government because of filibuster but
Republicans can still cut, cut, cut using reconciliation. If you want to
be negative, keep the filibuster.

Thank you, Senator. We`ll have more time for you next time. Senator
Tom Udall, thank you for coming on.

Ezra, great column writing.

When we return, as I said, let me finish with why I thin we need to
junk the filibuster. Keep it simple and get rid of it.

You`re watching HARDBALL, the place for politics.


MATTHEWS: Let me finish to night with this:

I want the American government to work, obviously. I want elections
to matter and have Congress act on what people decide in the voting booth.
I want this republic to be alive with new ideas, new approaches and yes,

We have problems like out-of-control, unfair immigration policies,
the pile up of long-term debt, the plight of inner cities. But it`s a
doable list, don`t you think? So let`s try to get working on that list.
Let`s set about fixing these challenges.

But we don`t do. We never get to them. There`s no reason it believe
this election is going to change things. If Obama wins, Democrats may keep
hold of Senate by a vote or two but won`t have anywhere near the 60 votes
necessary to kill a filibuster, so nothing is going to get done.

Another two years and nothing is going to clear the Senate. They
won`t be able to deal with anything positive like passing an unfair
immigration policy.

But let`s say Romney pulls a squeaker this November. Republicans
will have a House and could have the Senate as well. That would give them
just enough power. All they need really to push through a big tax cut for
wealthy and big cut in social and economic programs for the working poor
and middle class. They can do it quite simply through reconciliation.

And this is the difference, the big reason why Democrats should junk
the filibuster. It`s really only good for either not doing anything or for
cutting. If you want it do something, it`s a towering obstacle against
you. Sixty votes, to get them, you have to deal away what maybe the margin
of success. Look at the stimulus package, look at the healthcare bill,
think of what Obama could have done with 60 votes, think of what could be
done if we simply had majority rule in this country, if we had something
closer to real democracy.

This is a cause worth working toward. It`s a cause that makes a
point and clarifies the real difference between two major parties.
Democrats want to use government to play a positive role in American life.
Republicans are content with a governing process that bends the system
toward those who really deep down only want it cut spending and of course
cut taxes for those with the most clout to begin with. It`s simple.

If you`re a progressive, if you`re interested in a positive, "get it
done" role for government, we`ve got to junk the filibuster.

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

"POLITICS NATION" with Al Sharpton starts right now.


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