>> WELCOME TO ANOTHER EDITION OF "CONVERSATIONS WITH CHAMPIONS."

I'M BILLY REED.

MY GUEST IS BEST KNOWN AS THE BUSINESS GENIUS WHO FOUNDED KENTUCKY FRIED CHICKEN, AND A POLITICIAN WHO HAD A HIGHLY SUCCESSFUL TERM AS GOVERNOR OF KENTUCKY FROM 1979 TO '83, BUT AS WE SHALL SEE HE ALSO HAS MADE A SIGNIFICANT CONTRIBUTION TO THE COMMONWEALTH'S SPORTS HISTORY.

PLEASE WELCOME GOVERNOR JOHN W. BROWN, JR.

>> THANK YOU, BILLY.

YOU EMBARRASSED ME.

>> IS THAT GOOD?

>> FIRST THING I HAD TO ASK YOU ABOUT BECAUSE IT REALLY, IT'S TICKING ME OFF, THESE COMMERCIALS THEY'RE DOING NOW ON TV ABOUT KENTUCKY FRIED CHICKEN AND COLONEL SANDERS, THEY'RE MAKING HIM OUT TO BE A CARTOON CHARACTER.

AND I DON'T LIKE THAT.

>> I DON'T, EITHER, BILLY.

AS YOU SAW A FEW MONTHS BACK MAYBE SIX MONTHS AGO THERE WAS A FRONT PAGE NARCOTIC COURIER-JOURNAL AND I WAS OFFEND BY IT AND THE COLONEL'S FAMILY SHOULD BE OFFENDED BY THE.

MAYBE NOT VERY MANIY LEFT.

BUT HE WAS A LEGEND.

HE WAS THE REAL DEAL.

AND I'VE ALWAYS HONORED HIM.

I DIDN'T WANT TO TAKE CREDIT BECAUSE HE HAD THE IDEA, HE HAD THE VISION, AND HE'S AN ICON IN THE HOLE -- HE CHANGED THE RESTAURANT WORLD.

AND BEYOND THAT IF YOU TAKE BOTH OBAMAS, CLOTHE CLINTONS WITNESS BOTH BUSHES AND PUT MANDELA ON A FACE BOARD AND PUT THE COLONEL UP MORE PEOPLE LIKE THE MAN FROM IN A WHITE SUIT FROM KENTUCKY THAN ALL THE OTHERS COMBINED.

>> I HAVE TO ASK YOU A SPORTS QUESTION.

WAS HE AT ALL INTERESTED IN SPORTS?

>> NO, NOT A LETTER A ALL HE WAS MASHED EXEMPTS GRAVY AND CHICKEN.

HE HAD A LITTLE BIT OF VINCE LOMBARDI, A LITTLE LOVE AND A LITTLE ANGER AND KEEP ON THE DEFENSE.

EVERY TIME HE WOULD GET RILED UP IF THE GRAVY, I SAID, COLONEL, WHAT KIND OF MATERIAL IS THIS?

AND HE WOULD LOOK OVER AND FORGET WHAT HE GOT MAD ABOUT.

I LOVED THE RELATIONSHIP WITH HIM.

AND WE HAD QUITE A RELATIONSHIP.

HE IS PROBABLY ONE OF THE GREATEST ENTREPRENEURIALAL STORIES IN OUR COUNTRY.

>> GOVERNOR, I WANTED TO ASK YOU HERE AT THE BEGINNING ABOUT YOUR FATHER, JOHN Y. BROWN, SR.

I ASSUME THAT'S WHERE YOU INHERITED YOUR LOVE HAVE SPORTS.

HE WAS A MEMBER OF THE FAMOUS COLONELS FOOTBALL TEAM, CENTER IN COLLEGE, AND I WAS ALWAYS INTERESTED, TOO.

I'VE BEEN A REAL STUDENT OF THE BACK SCANDALS IN THE EARLY '50s, AND I SAW HIS NAME MENTIONED FREQUENTLY AS REPRESENTING BILL SPIVEY AND SOME OF THE OTHER KENTUCKY PLAYERS.

BUT JUST, IF YOU WOULD, JUST A FEW WORDS ABOUT YOUR FATHER.

>> HE WAS A VERY YOUNG TRIAL ATTORNEY, VERY COMPETITIVE, 5'6" , PLAYED ON THE TEAM, CENTER, PRACTICED FOR FOUR YEARS.

THE ONLY TIME HE EVER GOT TO MAY WAS WHEN THE OTHER SIDE WERE OUTER PLAYERS.

ST.

MARY'S COLLEGE, AS HE TOLD ME.

BUT HE DID REPRESENT BILL SPIVEY, AND I REMEMBER THE NEW YORK PAPERS SAID THAT KENTUCKY WANTED HIM TO RUN CIRCLES AROUND THE BIG CITY NEW YORK ATTORNEY, AND HE GOT HIM ACQUITTED, AND WAS ALWAYS INTO SPORTS.

I REMEMBER STANDING IN THE ELEVATOR AFTER KENTUCKY GOT BEAT 17-0 AND BEAR BRYANT WAS IN THE ELEVATOR.

HE SAID, COACH, I'LL TELL YOU WHERE YOU MADE A MISTAKE.

I WAS A YOUNG KID.

AND SO HASN'T WA ALWAYS DIPLOMATIC BUT HE WAS ALWAYS ON THE FIRING LINE SO I GUESS I PICKED A LITTLE BIT OF THAT UP FROM HIM.

>> YOU, AS FAR AS YOUR PERSONAL INVOLVEMENT AS AN ATHLETE, YOU PLAYED GOLF AT LAUGH YET HIGH SCHOOL AND UNIVERSITY OF E.

-- LAFAYETTE HIGH SCHOOL AND UNIVERSITY OF CEP YOU WERE A TEAM MADE OF GABE BREWER, JR.

WHO IS STILL THE ONLY KENTUCKIAN TO WIN A MASTERS GOLF TOURNAMENT.

THAT HAPPENED IN 1967.

WHAT ABOUT YOUR RELATIONSHIP WITH HIM?

>> JUST A DEAR FRIEND AND EVERY TIME I SAW HIM YEARS AFTER, IN FACT I WALKED THE COURSE WITH HIM AND BOBBY NICHOLS, WE WERE IN THE LAST ROUND.

GABE SHOT A 67 AND BOBBY SHOT A 68 THE LAST ROUND.

AND THAT WAS THE MOST EXCITING INVOLVEMENT I EVER HAD IN SPORTS IN MY LIFE.

AND I'VE BEEN TO SUPER BOWLS.

I'VE BEEN TO NCAA CHAMPIONSHIPS.

I'VE SEEN SPORTS ALL MY LIFE AND LOVED IT, BUT THAT WAS SOMETHING SPECIAL, SOMETHING METABOLIZING CAL AND GABE HAD JUST GOTTEN BEAT BY JACK NICKLAUS THE YEAR BEFORE.

WE STAYED FRIENDS.

AND ONE OF THE REALLY FORTUNATE THINGS I HAD AN OPPORTUNITY TO DO WAS RIGHT BEFORE HE PASSED AWAY, HE HAD TERMINAL CANCER, AND I KNEW IT WAS COMING MAYBE 30 DAYS, AND I WENT DOWN TO THE URBAN COUNCIL HERE IN LEXINGTON.

>> I WENT WITH YOU.

>> OH, I CALLED BILLY REED.

AND THEY TOOK IT TO A VOTE TO COME TO SOME COMMITTEE, AND I HAD ALREADY TALKED TO MR.

MALONEY WHO IS ON THE URBAN COUNCIL THERE, AND THEY ALL SAID VOTE, THE TECHNICAL COMMITTEE ALL VOTED AYE AND HE WAS THE ONE NO, AND THE LADY IN CHARGE THAT OF PARTICULAR ASPECT ON THE COUNCIL SORT OF BACKED OFF.

WELL, WHAT DO YOU WANT TO DO?

SO I JUST SAID, WE NEED TWO WEEKS.

AND WE'RE GOING TO PUT THIS ON.

I CALLED JIM, AND WE GOT THE TAPE OR HE DID FROM THE MASTERS, AND I CONTACTED JACK NICKLAUS AND ARNOLD PALMER AND THEY HAD A FEW PROS COME IN AND THEY GAVE TESTIMONY.

YOU WHETHER THERE, I'M SURE.

>> THE OLD DOME.

>> AND ALL THE PEOPLE I GREW UP WITH PLAYED GOLF, I HADN'T SEEN FOR 30 YEARS WERE THERE, OVER 400 PEOPLE.

IT WAS QUITE A MESSAGE AND A SEND-OFF.

HE SAID DON'T DO THAT.

I HAD TO GO OUT AND LOOK AT THE DOME ONCE I WENT TO THE COUNCIL.

I WONDER IF THEY CAN -- WE GREW UP PLAYING AT LAFAYETTE.

THEY DID A FIRST CLASS JOB.

HE'S BEEN A GREAT LEGACY FOR KENTUCKY AND PROUD TO HAVE KNOWN AS WELL AS DR.

NICHOLS.

>> DR.

CAVES, HE IS THE GOLF COACH OF THE LAFAYETTE AND DAVE CAME FROM VERY MODEST CIRCUMSTANCES AND I GUESS WAS PRETTY MUCH SELF-TAUGHT.

HE WASN'T A COUNTRY CLUB KID.

I THINK HE TOLD ME ONE TIME THAT EVEN HE WOULD PLAY BY THE IT'S CAR THAT, DR.

DAVIS WOULD TECH TAKE HIM OUT THIS AND THEY WOULD GO UNTIL THEY NEEDED TO TURN ON CAR LIGHTS ON THE COURSE SO THAT HE COULD HELP HIM WITH HIS SWING.

>>> HE LOVED GOLF.

HE HAD THAT LITTLE TWIRL AT THE TOP OF HIS SWING.

HE WON THE NATIONAL JUNIOR WHEN HE WAS 17.

I TRAVELED TO ALL OF HIS NATIONAL TOURNAMENTS.

I WAS GOOD ENOUGH TO BE A MEDALIST WITH GEORGE FISH WERE THE MAYOR'S FATHER IN LOUISVILLE.

AND SO GOLF WAS REALLY MY SPORT GROWING UP, AND I WASN'T GREAT AT A BUT I WAS GOOD ENOUGH TO MAYBE MAYBE HIT ONE OVER PAR AND HANDIY CAP.

I DIDN'T HAVE KILLER INSTINCT LIKE GABE EXPECT BUT HE'S ONE OF MY REALLY DEAR FRIEND'S GROWING UP.

>> I GUESS THE NEXT TIME YOU SERIOUSLY GOT INVOLVED PERSONALLY IN SPORTS WAS WHEN THE ABA STARTED, THE OLD AMERICAN BASKETBALL ASSOCIATION, LOUISVILLE, THE KENTUCKY COLONELS WAS ONE OF THE FOUNDING FRANCHISE AFTER TWO OR THREE YEARS, I THINK YOU BOUGHT IT FROM MAMIE AND JOE GREGORY.

WHAT INTERESTED YOU OR WHAT FASCINATED YOU ABOUT THE ABA?

>> WELL, NOT A LOT TO BEGIN WITH.

THÈ DAVE GRISSOM CALL ME AND WANTED TO KNOW IF I WOULD GO IN WITH HIM, AND I SAID SURE.

I'M A BASKETBALL FAN, GROWING UP ADOLPH RUPP YEARS.

BUT THEY WERE LOSING HALF A MILLION A YEAR OR MORE EVERY YEAR, AND AFTER ABOUT THREE YEARS, IN A MEET, THINK THEY WERE BRAGGING ON MIKE STORM WHAT A GREAT JOB HE HAD DONE.

I SAID THAT'S THE FIRST TIME I'VE SEEN YOU COMPLIMENTING THE CHIEF OPERATING OFFICER OFFICER WHO IS HALF A MILLION DOLLARS SHORT.

WE THOUGHT MAYBE WE AUTO TO SELL THIS.

IT DOESN'T HAVE A FUTURE.

WE FOUND SOMEBODY AND SOLD THE TEAM.

NOW I GO HOME FOR DINNER.

MY SON JOHN 3rd HAD A LITTLE TEAR IN HIS EYE AND HE SAID, DAD, DID YOU SELL THE KENTUCKY COLONELS?

THEY'RE GOING TO BE THE CINCINNATI COLONELS?

I SAID, OH, MY GOD, WHAT HAVE I DONE?

NO,.

YOU BUY IT BACK.

YOU RUN IT.

AND SHE DIDN'T EVEN ASK MY ADVICE.

YOU REMEMBER THE FIRST PRESS CONFERENCE, I ASKED HER, WHAT DO YOU KNOW ABOUT RUNNING A PRO BASKETBALL TEAM?

AND SHE SAID MY SHE KNEW ABOUT AS MUCH AS MY HUSBAND KNEW ABOUT FRIED CHICKEN.

THEY BEAT THE STREETS OH SELLING TICKETS.

THAT DID I ENJOY.

I ENJOYED THE YEARS OF THE COLONEL.

THEY WERE SPECIAL.

SHE HIRED HUBIE BROWN IN THE HALL OF FAME NOW.

NEVER HAD A HEAD COACHING JOB, AND SO THOSE WERE GREAT YEARS.

I DON'T GUESS I'VE REALIZED THE LOVE THAT THE COMMUNITY HAD FOR THE COLONELS.

, EVEN 30 YEARS LATER.

THEY HAD A DERBY FESTIVAL I THINK HONORED, AND ALL THE PLAYERS CAME IN.

THEY COME IN EVERY YEAR AS YOU KNOW.

I'M SURE YOU GO.

BUT I KNOW ELLIE HAS BEEN PROUD.

I HAVE, TOO, OF THE YEARS WE HAD WITH THE COLONELS.

>> BUT, YOU KNOW, AT THAT TIME THE NBA HAD KIND OF BECOME STODGY, AND I FELL IN LOVE WITH THE ABA BECAUSE YOU HAD ALL THESE CHARACTERS.

YOU HAD THE RED, WHITE AND BLUE BALL.

THEY HAD THE THREE POINT LINE.

THEY BROUGHT THAT INTO IT.

AND THEN THEY STARTED GETTING THESE PLAYERS LIKE JULIUS ERVING AND GEORGE GERVIN AND YOU ALL GUYS GOT AR DISGILMORE AND IS EL, AND IT WAS JUST A REALLY FUN LEAGUE TO WATCH.

>> WE WON THE ABA CHAPEL.

I CALLED RICK BERRY.

I PLAYED GOLF WITH HIM YEARS BEFORE, AND I SAID "CAN YOU GET THE GOLDEN STATE WARRIORS?

AND WE'LL MATCH A MILLION DOLLARS WINNER TAKE ALL AND HAVE A TV GAME."

>> THEY HAD WON THE NBA THAT YEAR.

>> THEY WON THE SAME YEAR, THE LAST YEAR THEY WON IT.

OF COURSE THEY COULDN'T PULL THAT OFF BUT WE WERE DOING EVERYTHING WE COULD TO TRY TO GET SOME CREDIBILITY.

I NONE OF THE SPORTS PEOPLE THOUGHT BASKETBALL HAD ANY FUTURE ON TV, AND SO WE KEPT WAITING AND WAITING, AND I PROBABLY GOT A LOT OF CRITISM CF FOR SELLING OUT.

BUT AT THE TIME I DIDN'T SEE ANY FUTURE IN THE ABA TEAMS.

WE HAD JUST LOST TWO OR THREE.

I THINK WE ONLY HAD SIX TEAMS TO GO INTO THE NEXT YEAR AND FOUR OF THE TEAMS WERE DESPERATE TO GO INTO THE NBA, AND WHETHER IT WAS RIGHT OR WRONG, THOSE WERE GREAT DAYS FOR I THINK LOUISVILLE AND KENTUCKY.

>> AT THE TIME I THINK IT WAS SAID THAT YOU WANTED TO GO INTO THE NBA BUT YOU COULDN'T FIND ANY OTHER INVESTORS TO STEP UP AND BECOME PART OF THAT TEAM.

>> NOT ONE.

NOT ONE.

AND EVEN WHEN I WENT BACK AFTER A COUPLE OF YEARS I SAID, WELL, I LEARNED A LOT ABOUT THIS GAME.

MAYBE I'LL GO BUY ONE OF THESE NBA TEAMS BUT THEY COST TOO MUCH.

AND I BOUGHT THE BUFFALO BRAVES FOR $10,000 DOWN AND 1 MILLION SOMETHING NOTE, AND THINKING THAT THEY WERE GOING TO MOVE.

THE OWNER HAD ANNOUNCED HE WAS GOING TO MIAMI BEACH SAID, LOOK, I'LL TAKE THE HEAT OFF OF YOU.

I'M BE THE GUY IN THE BLACK HAT AND WE'LL TAKE THEM SOMEWHERE AND TRY TO MAKE SOMETHING OUT OF IT.

I BROUGHT THEM BACK TO LOUISVILLE.

HE WAS A GREAT PARTNER OF MINE.

HE WAS ALL ON.

WENT BACK TO MY HOMETOWN ON HOME STATE, AND I COULDN'T FIND ANYBODY TO HAVE ANY INTEREST IN IT.

IT JUST WASN'T THE RIGHT KIND OF INVESTMENT AT THAT TIME.

>> TELL THE STORY, WHICH I THINK IS REALLY INTERESTING ABOUT AT THAT TIME YOU HAD A CONVERSATION I THINK WITH BARRY BINGHAM, JR.

WHO WAS THE PUBLISHER OF THE JURY CURRENTLY, AND AT THAT TIME UN-- -- THE COURIER-JOURNAL AND UNLIKE TODAY THE COURIER-JOURNAL WAS REALLY A FORCE TO BE RECKONED WITH, HOME DELIVERY IN ALL 120 KENTUCKY COUNTIES, BUT YOUR VISION FOR KENTUCKY AND MR.

BINGHAM, JR.

WERE VASTLY DIFFERENT.

>> I KNEW YOU WERE GOING TO ASK ME THAT.

I WILL ANSWER IT.

IT'S TRUE.

I WAS HAVING LUNCH WITH BARRY, JR.

AND, YOU KNOW, IT WAS VERY CONTROLLED.

WE WERE -- LOUISVILLE WAS DOMINATED BY THE COURIER-JOURNAL, AND IT WAS A GOOD NEWSPAPER, A BETTER NEWSPAPER BACK THEN THAN IT IS TODAY, AND IT STILL A GOOD NEWSPAPER, BUT I REMEMBER HIM ASKING ME, WELL, IF YOU WERE GOVERNOR, WHAT WOULD YOU DO ABOUT LOUISVILLE?

I TOLD HIM, I'D DO THE SAME THING ALLEN DID IN ATLANTA.

HE VOTED FOR COMMERCE IN ATLANTA, THE HEAD OF THE CHAMBER OF COMMERCE IN ATLANTA IN THE EARLY '40S, BUILD A GREAT CITY AND THAT WOULD BRING IN JOBS AND BUSINESS.

I REMEMBER HIS SPONS, THAT WOULD BE TERRIBLE.

I THINK WISH WE COULD BUILD A FENCE AROUND LOUISVILLE AND LOCK EVERYBODY ELSE.

YOU WANT BLAME HIM FOR FEELING BUT THAT WASN'T PROGRESS.

AND LOUISVILLE, AS YOU KNOW, THEY HADN'T HAD NEW BUSINESS IN LOUISVILLE FOR 20 YEARS UNTIL I BROUGHT KFC THERE.

NOW IT'S BECOME A GREAT CITY FOR INDUSTRY WITH UPS, OUR ADMINISTRATION BROUGHT IN WITH BRUCE LUGGAGEFORD AND RON GARRETT.

IT'S A CITY ON THE MOVE.

AS IS LEXINGTON IN MY JUDGMENT.

>> I'M NOT QUITE SURE I'VE EVER REALLY UNDERSTOOD HOW IT WAS THAT YOU TWENTY FROM OWNING THE BUFFALO BRAVES TO THE BOSTON CELTICS.

BUT HOW DID THAT -- BECAUSE THE CELTICS TO THIS DAY ARE STILL ONE OF THE ICONIC FRANCHISES IN SPORTS.

>> WELL, THERE'S TWO SIDES OF THAT.

ONE IS WE DIDN'T -- COULDN'T FIND ANY PLACE TO GO, AND I WAS GOING TO MINNEAPOLIS, AND THEY HAVE A GREAT COMMUNITY SUPPORT THEM THERE THEY DETAIL BIG FIVE COMPANIES, THE DAYTON COMPANY AND SEVERAL OTHERS.

AND THEY WERE GOING TO BUY I THINK 5,000 SEASON TICKET.

AND I FELT GOOD ABOUT GOING THERE.

BUT WHEN I WENT TO THE NBA MEETING RIGHT BEFORE THE SEASON OPENED, TWO WEEKS BEFORE, AND WE HADN'T PICKED A CITY YET, AND I DIDN'T FIND THIS OUT UNTIL LAST YEAR.

I CALLED DAVID STERN TO CONGRATULATE.

HE WAS A YOUNG OWNER WHEN I WAS AN NBA OWNER AND WE HAD A GOOD CONVERSATION.

HE TOLD ME HE WAS THE ONE THAT HAD THE IDEA TO GET ME TO TALK TO I EVERY ELEVEN THE OVERNIGHT CELTICS WHO WANTED TO MOVE BACK TO CALIFORNIA.

WE DIDN'T GIVE A DIME MORE, STRAIGHT UP FOR THE BUFFALO BRAVES FOR THE CELTICS.

>> WOW.

>> AND THE PROBLEM WAS WE HAD TO DO IT BEHIND RED ARBACH'S BACK.

HE WAS TEED OFF.

AS YOU CAN IMAGINE.

EMBARRASSED.

SO IT NEVER WAS ACCEPTABLE TO THE NEW OWNERS COMING IN, AND I PROBABLY AM NOT GOOD AT THIS AND MAYBE KISSED UP TO HIM A LITTLE BIT BECAUSE HE WAS A LEGEND, BUT SHORTLY THEREAFTER HE SIGNED SOME THREE-YEAR CONTRACT WITH JOJO WHITE FOR A MAJOR AMOUNT WITHOUT EVEN ASKING US.

BUT THAT WAS A MISTAKE.

I SHOULD HAVE HUNG ONTO THE CELTICS BUT NEVER REALLY RELATED TO BASKETBALL AS A BUSINESS.

TO ME IT WAS A CHARITY, SOMETHING FOR THE COMMUNITY, AND EVEN THEN NO ONE EVER MADE MONEY.

NOT VERY SMART.

I DIDN'T SELL THEM.

I GAVE THEM AWAY PUT UP NO ONE EVER MADE MONEY AND I WAS RUNNING FOR GOVERNOR AND GETTING MARRIED.

I HAD TOO MANY TOYS.

I HAD TO CONCENTRATE ON THE MAIN THING.

I REGRET IT.

BUT IT WAS A GREAT RIDE BUT SO DISPOPPING YOU CAN IMAGINE ALL THE OWNERS AND NOBODY REALLY IN CHARGE.

DAVE STERN CAME IN AND MADE A GREAT SPORT OUT OF IT.

I LOVE THE GAME EVEN TODAY.

>> WELL, THAT BRINGS NEE TO TWO QUESTIONS THAT ARE PERTAINING TO DID BASKETBALL SITUATION HERE TODAY -- THE BASKETBALLIZATION SITUATION HERE TODAY.

THE FIRST ONE IS THE KFC YUM!

CENTER BUILT IN DOWNTOWN LOUISVILLE, WE ALL KNOW WHAT A TERRIFIC VENUE THAT IS FOR BASKETBALL.

>> ABSOLUTELY.

>> BUT IT SEEMS THAT WHAT THAT HAS DONE IS ALSO RUINED THE STATE FAIRGROUNDS.

WHICH FOR SO MANY YEARS WAS, I THINK -- I USED TO CALL IT A DEMILITARIZED ZONE ALMOST WHERE RURAL PEOPLE, CITY PEOPLE, BLACK PEOPLE, WHITE PEOPLE, IT SEEMED LIKE THAT WAS THE ONE PLACE FOR THE STATE FAIR, FOR BASKETBALL, STATE TOURNAMENTS.

>> YOU HAD BASEBALL.

>> AND THE FACILITIES WERE -- BUT NOW, BECAUSE EVERYTHING NOW HAS GONE DOWNTOWN TO THE YUM!

CENTER, THE STATE FAIRGROUND IS REALLY SUFFERING, AND I JUST WONDER IF YOU THINK IN THE LONG RUN IS THAT GOING TO BE A GOOD TRADE-OFF.

>> I THINK YOU HAVE TO LOOK AT A BOTHY WAYS.

THEY TOOK ON THAT CHALLENGE AND DID A GOOD JOB, AND IT IS A GREAT ASSET FOR THE FUTURE, NOT ONLY FOR BASKETBALL BUT FOR OTHER EVENTS.

WE HAVE TO MOVE ON.

WE HAVE TO PROGRESS.

I AGREE WITH YOU LOGICKY.

I MADE A MISTAKE WHEN LOUISVILLE WON THE '81 CHAMPIONSHIP, WAS IT?

>> I WAS THERE.

80.

181980.

>> AND I GOT UP AND SAID SOMETHING I SHOULDN'T HAVE SAID.

THEY HAD ABOUT 20,000 PEOPLE THERE.

I SAID WHAT ARE YOU ALL DOING IN THIS OLD GYMNASIUM?

TRYING TO HAVE SOME SENSE OF HUMOR.

BUT IT STUCK.

I WANTS ABOUT TO BUILD A NEW ARENA BACK THEN BECAUSE WE WERE IN A BAD ECONOMIC TIME, AND I FINALLY GOT MR.

LAT FROM PADUCAH PADUCAH, MATT LADT TO THREE TIMES COME BACK TO THE CITY.

HE WOULDN'T DO IT.

I SAID YOU'VE GOT TO DO IT.

WE HAVE GOT TO REBUILD THE ARENA.

HE WENT BACK ONE MORE TIME AND I THINK DOUG ELEVEN.

>> BRILLIANT.

>> HE SAID IT'S THE FINEST ARENA IN AMERICA.

IT WAS GREAT.

I AGREE.

IT WAS A WONDERFUL -- IT'S EASY PARKING AND IT WAS A COMMUNITY KIND OF THING.

YEAH, IT MAY HAVE BEEN ONE SIDE LONG-TERM.

YOU WANT TO BE YOU ARE PAN CITY SOMEDAY.

I THINK THE YUM!

CENTER IS GOING TO MAKE A DIFFERENCE.

>> IF YOU WERE GOVERNOR TODAY, WHAT WOULD YOU DO, THOUGH, TO REVITIZE THE FAIRGROUNDS?

BECAUSE YOU TALK ABOUT CONVENTIONS AND FACILITIES AND I DON'T THINK WE CAN AFFORD TO NEGLECT THAT.

I THINK THAT'S REALLY STILL A GREAT ASSET TO OUR STATE AND TO THE CITY OF LOUISVILLE.

>> I AGREE.

I HAVEN'T REALLY KEPT UP WITH THE ECONOMICS OF IT LIKE YOU HAVE, BUT A LOT OF THAT'S BEEN MOVED DOWNTOWN.

THE CONVENTION CENTER IS DOWNTOWN.

AND A LOT OF DRAW NOW GOES DOWNTOWN.

I KNOW THEY HAVE THE CAR DEALERS AND A LOT OF THE OTHER KIND OF EQUIPMENT DEALERS OUT THERE AT THE FAIRGROUNDS.

I DON'T HAVE AN ANSWER FOR YOU ON THAT.

>> THERE SILL IS TODAY SOME PEOPLE IN LOUISVILLE WHO THINK THAT THE CITY SHOULD GO FOR AN NBA FRANCHISE.

WITH WHAT YOU HAVE SEEN FROM THE WAY THE PRICES HAVE ESCALATED, THE VALUE OF FRANCHISE, THE PRICE OF TICKETS, IS THAT STILL A VIABLE THING FOR LOUISVILLE TO CONSIDER AND TO GO AFTER?

>> I WOULD WANT TO PROJECT REALLY BECAUSE IT'S BEEN 40 YEARS OR MORE, 45 YEARS, AND TIMES CHANGE.

LOUISVILLE IS ON THE MOVE.

YOU'VE GOT A GREAT MAYOR THERE, MAYOR FISCHER, AND HE'S VERY PROGRESSIVE.

BUT HE DID RESEARCH JUST THIS LAST YEAR, IF YOU KNOW, AND PAID QUITE A BIT OF MONEY TO HAVE THE RESEARCH DONE, AND THE RESULT WAS IT DIDN'T HAVE THE BUSINESS COMMUNITY SUPPORT FOR AN NBA TEAM.

SO I'LL LEAVE IT AT THAT.

I WOULD HATE TO -- IT'S SUCH A POPULAR SPORT, BUT AT THE TIME PART OF MY DECISION MAKING WITH ELLIE WAS THAT THIS IS BASKETBALL COUNTRY.

THE UNIVERSITY OF LOUISVILLE, THE UNIVERSITY OF KENTUCKY.

AT THAT TIME WE MADE MAYBE 11 GAMES OVER IN ELECTRICS AND IT WOULDN'T DRAW MAYBE 6,000, 7,000 PEOPLE.

SO LOUISVILLE HAS A LOT OF GOOD THINGS, AND I'M OPTIMISTIC ABOUT THE FUTURE.

>> YOU KNOW, GOVERNOR, ONE THING THAT'S HAPPENED THROUGH THIS HUGE SPORTS BOON THAT WE'VE HAD IN THIS COUNTRY THAT I THINK IS UNFORTUNATE IS THAT SOME OF THE GREATEST SUPPORTERS OF SPORTS HAVE ALWAYS BEEN PEOPLE IN THE LOWER CLASSES AND MIDDLE CLASSES BUT IT'S LIKE WE'VE ALMOST PRICED THEM OUT OF THE MARKET NOW.

THE TICKET PRICES FOR UK GAMES, U OF L GAMES, THE DERBY, OTHER THINGS HAS GOTTEN TO BE SO HUGE THAT I JUST -- I THINK -- I'D LIKE TO SEE SOMETHING BUILT IN SOMEHOW TO MAKE THIS AFFORDABLE FOR THOSE PEOPLE BECAUSE NOW I MEAN, AM I JUST BEING CRAZY?

IS THAT JUST SOMETHING THAT'S NEVER GOING TO HAPPEN?

>> I THINK YOU MAKE A GOOD POINT.

I THOUGHT ABOUT THAT WITH THE COLONELS, YOU KNOW, AND WE WERE CHARGE $5 A TICKET AND WE'VE HAD 12,000, 15,000 PEOPLE EVERY GAME AND IT WAS GREAT FOR THE COMMUNITY BUT IT'S A COMMERCIAL ENDEAVOR AND YOU'RE NEVER GOING TO BE ABLE TO CONTROL THAT.

IT IS WHAT THE MARKET PAYs.

AND THEY HAVE BEEN PRICED OUTED.

TELEVISION OFFERS THE ALTERNATIVE.

PRO BASKETBALL IT'S ABOUT $50 A TICKET FOR THE AVERAGE FRANCHISE AROUND THE COUNTRY.

YOU TAKE A FAMILY OF THREE OR FOUR, YOU SPENT $250, $300 TO GO WATCH A BALLGAME RATHER THAN WATCH IT ON TV.

THERE ARE TRADEOFFS THERE.

LIFE IS NOT PERFECT, BILLY.

>> I KNOW THAT.

I KNOW THAT.

WE DO SUCH A GOOD JOB HERE IN KENTUCKY AND ESPECIALLY IN LOUISVILLE HAVE PUTTING ON THE SO-CALLED BIG EVENTS.

WE DID A SUPER JOB WITH THE RYDER CUP, THE PGA CHAMPIONSHIPS, THE KENTUCKY SPEEDWAY NOW HAS A MAJOR LEAGUE NASCAR RACE.

IS OUR SPORTSMEN EAU HERE IN KENTUCKY, DO YOU -- OUR SPORTS MENU ABOUT WHERE IT SHOULD BE IN TERMS OF WHAT WE CAN SUPPORT SORRY IS THERE ANYTHING ELSE THAT YOU CAN THINK OF THAT YOU'D LIKE TO SEE US TRY TO GET, MAYBE A REGULAR PGA GOLF TOURNAMENT OR ARE WE PRETTY MUCH WHERE WE OUGHT TO BE DO YOU THINK.

>> I THINK WE'RE DOING PRETTY GOOD.

I THINK KENTUCKY -- I NOTICED THE LAST TIME ON TV -- I DON'T KNOW WHAT THE SHOW WAS -- BUT THERE WAS A BIG SUBMARINE AND THEY WERE TALKING ABOUT SENDING WHATEVER UNDERWATER AND IT WAS CALLED KENTUCKY.

SO I THINK WE'RE DOING A GOOD JOB.

ESPECIALLY LOOK AT THE U OF L FOOTBALL YESTERDAY OR SATURDAY AND RECOGNITION OF WHAT CAL HAS DONE WITH THE BASKETBALL AND ALL.

I GREW UP WITH BAER BRYANT AND COACH RUPP SO I WAS FULL IN MY COLLEGE DAYS.

>> I DON'T THINK WE'RE EVER GOING TO SEE THAT AGAIN.

BUT YOU'RE RIGHT.

IT'S CERTAINLY -- >> AND THEN YOU HAD MUHAMMAD ALI AND HIS INFLUENCE.

WE STAND TALL.

WE CAN WALK WITH SOME PEP IN OUR STEP.

>> YEP.

WHEN YOU BECAME GOVERNOR AND I THINK YOU WOULD AGREE CERTAINLY THAT ONE OF YOUR REAL ASSETS IN THE CAMPAIGN WAS YOUR WIFE PHYLLIS WHO HAD A SPORTS BACKGROUND.

>> ABSOLUTELY.

>> HOW DID YOU AND PHYLLIS MEET?

DID -- I SEEM TO REMEMBER THAT JIMMY THE GREEK INTRODUCED YOU OR SOMETHING LIKE THAT.

>>Y WELL, WE GOT DIVORCED.

I TOLD ELLIE, EL Y IS MY BEST FRIEND.

YOU KNOW ELLIE.

SHE'S SPECIAL.

THE NIGHT WE WERE TALKING ABOUT GETTING A DIVORCE, AND I DIDN'T KNOW WHY, AND THERE WASN'T ANY REASON BUT WE STAYED GREAT FRIENDS AND HAD A GREAT FAMILY TOGETHER.

BUT I SAID, I'M GOING ON A FIRST DATE.

I HADN'T SEEN ANYBODY.

DIDN'T KNOW ANYTHING ABOUT DATING.

I HAD BEEN MARRIED FOR 18 YEARS.

BUT I DATED PHYLLIS GEORGE.

AS AN ANNOUNCER, I TOOK MY SON JOHN WITH ME.

HE WAS 12 YEARS OLD AND WE FLEW UP THERE TO MEET HER, AND I THINK JIM DID SET IT UP.

BRENT MUSBERGER.

SO I WALK IN, AND I HADN'T ASKED FOR A DATE.

GET ME A RESPECTABLE DATE.

I DON'T RECOMMEND THIS BUT I WORKED FOR ME.

AT THE END OF THE DINNER SHE CAME OVER AND SAT DOWN.

THEY HAD BEEN TEASING HER ABOUT THIS GUY, AND SHE DIDN'T KNOW ANYTHING ABOUT KFC OR ANYTHING I HAD EVER DONE.

SO I GOT HER A DRINK AND PUT HER COAT ON AND HAD A NICE LITTLE SPRINT THEN WE GO OUT TO THE CAR AND I LET HER IN, AND I TOLD HER I'D SEE HER LATER, CALL HER LATER AFTER THE DIVORCE OR WHATEVER.

I WALKED OFF.

MY SON LOOKED AT ME.

HE IS JUST STARTING TO NOTICE GIRLS.

HEY, DAD, YOU REALLY LIKE HER.

SON, IT'S JUST A FRIEND.

HE SAID, I WOULD.

WHO KNOWS, YOU KNOW.

BUT AS A FAMILY WE ENDURED THROUGH THAT.

AND SHE WAS A GREAT ASSET, NO QUESTION ABOUT IT, AND SHE LOVED IT, AND WE HAD A GREAT -- WE NEVER HAD A CROSSWORD BECAUSE WE WERE IN THE ARENA.

WE BOTH FELT COMFORTABLE IN THE ARENA AND DOING THINGS AND, YOU KNOW, SHE WAS ON THERE IN THE NFL AT THAT TIME, AND SHE HAD THE CRAFT.

SHE STARTED THE WHOLE CRAFTS DEVELOPMENT IN KENTUCKY AND GOT INTO REDOING THE WHOLE MANSION.

I HAD HER OFFICE THAT WAS UNIQUE, HUSBAND AND WIFE.

IN FACT, WE HAD OUR PICTURE TOGETHER, WHICH I THINK NOW WE ADOPTED.

BUT SHE WAS THE FIRST ACTIVE FIRST LADY IN THE HISTORY OF KENTUCKY, AND NOW SINCE THEN EVERY FIRST LADY HAS A JOB IN MY JUDGMENT.

>> BUT, YOU KNOW, YOU AT THE TIME IT WAS LIKE, WELL, THEY'RE JUST CELEBRITY, BLAH, BLAH, BLAH, AND GLITZ AND GLAMOR, BUT I THINK, AND I'M NOT SAYING THAT JUST BECAUSE WE'RE FRIENDS, BUT I THINK YOUR ADMINISTRATION WAS JUST OUTSTANDING.

I THINK JUST IN THE THINGS YOU GOT DONE FOR KENTUCKY AND YOU SURROUNDED YOURSELF WITH A LOT OF GOOD PEOPLE AND CERTAINLY ONE OF THE MORE PROMINENT WAS ANOTHER SPORTS FIGURE, OUR DEAR FRIEND THE LATE WILLIAM T. YOUNG WHO OWNED OVER BROOK FARM WHO WON THE DERBY IN 1986.

SO THAT -- THE ACCOMPLISHMENTS THAT YOU MADE DURING THAT TIME I GUESS HAVE TO BE REALLY PROUD OF THEM.

>> I THINK WE HAD SUCH A UNIQUE ADMINISTRATION.

I THINK THE BEST EVER, NOT BECAUSE OF ME BECAUSE I WAS NON-POLITICAL.

WE HAD ABSOLUTELY NO POLITICS.

FIVE STATES AROUND US ENDURING BAD ECONOMIC SOMETIMES WHEN THE INFLATION WAS 20% AND 22 PIERCE.

FIVE STATES RAISED THE CORPORATE TAX.

WE DIDN'T RAISE A SINGLE TAX ONLY BECAUSE I GOT PEOPLE THAT WERE A LOT SMARTER THAIN WAS IN EVERY AREA.

WHAT DOES A GOVERNOR KNOW ABOUT ROADS AND EDUCATION?

WE HAD EDUCATION AND ROAD GOVERNORS.

I HAD BEEN IN BUSINESS LONG-TO-ENOUGH TO KNOW THAT THE GOVERNOR DOESN'T KNOW ANYTHING.

ONCE W.T.

CAME ON AND LARRY TOWNSEND, LARRYUT BROUGHT IN HALF THE CABINET WITH GREG STUMBO AND BRUCE LUNSFORD.

TWO PEOPLE THAT BUILT BILLION DOLLARS COMPANIES, AND THEY JUST HAD A PASSION TO HELP KENTUCKY.

THEY HAD KENTUCKY THROUGHOUT.

AND I WISH MORE BUSINESS PEOPLE WOULD GET IN, POLITICS.

BECAUSE GOVERNING IS BUSINESS.

I ENJOYED IT MORE THAN ANYTHING I HAVE EVER DONE EVEN KFC.

>> IS THAT RIGHT?

>> POLITICS ARE SO BAD.

IT'S WORSE NOW THAN EVER WATCHING ALL THE POLITICAL ADS AND ALL THAT NEGATIVE STUFF, AND WE HAD A POSITIVE ADMINISTRATION WITH REALLY QUALITY PEOPLE WANTING TO DO GOOD THINGS.

THEY BROUGHT TOYOTA TO KENTUCKY, NOT THAT WE TOOK CREDIT FOR IT BUT WE MADE THE INITIAL -- DID LEGISLATURE WOULDN'T LET ME BUILD AN OFFICE IN JAPAN, AND SO I CALLED THE GUY FROM KFC 1 LLOYD.

YOU'RE IN CHARGE OF ECONOMIC DEVELOPMENT FORX HE HIRED A PERSON THAT WENT AND FIRST ATTRACTED TOYOTA AND ENDED UP STAYING THERE LIKE 150 JAPANESE COMPANY BROUGHT TO KENTUCKY.

AND THEN UPS WAS DURING OUR WATCH AND WE BROUGHT THEM THERE, WHICH I THINK LOUISVILLE, THEY ARE OUR NUMBER TWO TAXPAYER.

A QUALITY COMPANY.

WE NEED TO DO MORE THAT OF.

ANYWAY, THAT WAS A REAL OPPORTUNITY BECAUSE MY DAD, YOU KNOW, WAS IN POLITICS FOR YEARS, FIGHTING THE ESTABLISHMENT, SO I ENJOYED FIGHTING THE ESTABLISHMENT.

THAT WAS FUN FOR ME.

FACT, I WASN'T GOING TO MENTION RAND FOR KENTUCKY GOVERNOR, AND ON THE HONEYMOON I SUGGESTED DO YOU THINK I OUGHT TO RUN?

LARRY WAS PUSHING IT.

SHE SAID YOU YOU ARE TALKING ABOUT IT.

YOU SHOULD DO IT.

I SAID, REALLY?

OKAY.

SO LARRY CALLED 119 PEOPLE.

SAID NOT ONE PERSON SAID I WOULD HAVE A CHANCE.

I ENCOURAGE PEOPLE WHEN EVERYBODY SAYS NO, THEN IT'S GOOD TO GO ON THE OTHER SIDE OF THE STREET AND GIVE IT A TRY.

>> NOW, WHEN YOU'RE GOVERNOR OF KENTUCKY ONE OF YOUR MOST IMPORTANT DUTIES IS PRESENT TO BE TROPHY TO THE KENTUCKY DERBY WINNER.

YOU WERE ELECTED IN NOVEMBER OF '79, SO THAT MEANS YOU PRESENTED THE TROPHY TO THE GENUINE RISK, THE SECOND FILLY EVER TO WIN THE DERBY, PLEASANT COLONY, GATO DELL SOL, THE FIRSTHAND COCK TO WIN AND SONNY'S HALO.

IS THAT ABOUT RIGHT?

>> HE WAS HERE FROM ARKANSAS?

DO YOU HAVE A FAVORITE THOSE?

TELL ME, IT'S GOT TO BE REALLY COOL TO BE ON THE STAND UP THERE?

>> ARTH HANCOCK.

FIRST OF ALL, THE GOVERNOR -- SINCE SHE THEY PUT AUTO NAMES DOWN AND THEIR NUMBERS AND THEY HAVE WRITTEN DOWN WHAT THEY'RE GOING TO SAY.

I DIDN'T THINK ABOUT THAT.

I WASN'T VERY IMAGINATIVE.

AND THE YEAR BEFORE AFTER JULIAN CARROLL HAD BEEN ON FOR SEVEN OR EIGHT MINUTES, THEY SAID, NO, NO, THEY GRABBED THE PHONE AND WOULDN'T LET YOU HAVE IT.

ONE I ENJOYED THE MOST WAS ARTH HANCOCK BECAUSE HE HAD BEEN BLACKBALLED IN HIS FAMILY.

LONG STORY.

HAS A GREAT BROTHER SETH, GREAT KENTUCKIAN.

HE HAD TWO HORSES AND A FORM AND ARTHUR HANCOCK'S FARM.

>> STOLEN NUMBER.

>> STOLEN FARM, AND HE ENDED UP WINNING THE FIRST KENTUCKY DERBY INSTEAD OF CLAYTON FARM WHICH WAS THE FAMILY, CLAYTON FARM, AND HE WON TWO DERBIES AND I THINK CLAYTON HAS WON ONE SINCE.

WE HAD FOSTER BROOKS IN THAT DERBY, AND WE WENT TO A BARBECUE IN BARDSTOWN WHERE EVERYBODY WAS HALF DRUNK HAVING A GOOD TIME, AND WE FLEW IN ON THE HELICOPTER, ONE OF THE MOST EXCITING TIMES, AND BROOKS FOSTER GOT UP SAYING, I FORGOT THE THING, THE REAL SPIRITUAL SONG HE SANG ABOUT THE IMPOSSIBLE DREAM.

AND EVERYBODY WAS CLAPPING.

BUT IT WAS A FUN, FUN EXPERIENCE.

THE DERBIES, IT WAS DOWN AND OUT.

AND I THINK WHEN THE FATHER WAS TRYING TOW BUY CHURCHILL DOWNS.

>> STANLEY ARMOR, THAT'S CORRECT.

>> AND THE HANCOCKS AND THE COMBES CAME TO ME, WHAT DO WE DO?

I WAS THE ONLY ONE WHO HAD BEEN AROUND PORZINGAS WHATEVER, AND I GAVE THEM WHATEVER ADVISE IT.

BUT FORTUNATELY THEY I EVER HAD PRESERVED IT AND IT'S DOING A GREAT JOB.

>> GOVERNOR, DURING YOUR TERMINALLY YOU DID GET INVOLVED IN SPORTS FROM TIME TO TIME TO BE DURING YOUR TERM YOU DID GET INVOLVED IN SPORTS.

I REMEMBER A TIME WHEN I WAS SITTING AT HOME.

I THINK IT WAS A SATURDAY AND I WAS SPORTS EDITOR OF THE COURIER AND I GOT A CALL FROM YOU, AND YOU HAD GEORGE ALLEN WHO AT THAT TIME I THINK WAS HAD JUST LEFT THE WASHINGTON REDSKINS, BUT YOU HAD HIM LINED UP.

HE WAS GOING TO TAKE THE UK FOOTBALL JOB.

AND NATURALLY I WROTE A COLUMN ABOUT IT, AND ODOM SINGLETARY WHO WAS TOUR FURIOUS AT BOTH OF US, I THINK.

BUT THAT KENTUCKY FOOTBALL TO THIS DAY CONTINUES TO BE A -- JUST ONE OF THOSE PROBLEMS THAT IT JUST SEEMS LIKE THERE'S NO SOLUTION, THERE'S NEVER -- YOU KNOW, IT DOES -- >> >> WELL, WE'VE ALWAYS BEEN POLITICALLY CORRECT, BILLY.

YOU'RE AN ENTREPRENEUR IN MANY WAYS.

I GREW UP WITH BAER BRYANT AND ADOLPH USHER RUPP SO I WAS SPOILED, I'VE BEEN AGITATED MORE SO, PROBABLY BEEN A BIGGER AGITATOR FOR THE UNIVERSITY I LOVE AND WENT TO SCHOOL AT UK, AND BECAUSE WE'VE NEVER THOUGHT BIG.

WE'VE ALWAYS GOT SOMEONE THAT'S EITHER -- WE DON'T HAVE ANY CONFIDENCE IN WHAT WE CAN DO, HAVE MORE EXCUSES ABOUT WHY WE LOSE AND OTHER PEOPLE ARE PAYING OFF, AND ALL THAT STUFF.

NONE OF IT IS TRUE.

FOOTBALL IS A BIG BUSINESS.

YOU NEED A REAL MANAGER OF PEOPLE.

AND OUR ATHLETIC DIRECTOR HAS HIRED TWO ASSISTANT COACHES.

I HOPE THIS WUND FINDS A WAY TO PULL IT OUT BUT IT LOOKS VERY BLEAK AT BEST, AND WE'VE GOT A $20 MILLION DEFICIT IF YOU COUNT THE ASSISTANT COACHES AND ALL THAT.

WE SHOULDN'T PUT OURSELVES IN THAT KIND OF POSITION.

BUT I THINK HE WAS BEING POLITICALLY CORRECT.

ASSISTANT COACH, FIRST TIME HE'S IN THE THRONE WHO TO RUN SOMETHING, IT'S A BIG BUSINESS.

AND WE'VE NEVER REALLY HAD THE CALIBER OF COACHES I THINK TO COMPETE.

I DON'T KNOW WHY WE'RE NOT IN THE TOP TEN.

WE HAVE SEVEN STATES AROUND US WHERE MOMS AND DADS CAN DRIVE DOWN HERE IN THREE OR FOUR HOURS AND SEE THEIR SONS PLAY.

>> GREAT FACILITIES.

>> OH, GREAT.

AND OUR PRESIDENT CAPILOUTO, I ADMIRE HIM FOR MAKING THE COMMITMENT TO MAKE IT FIRST CLASS.

BUT OUR ATHLETIC DIRECTOR, HE HAS BROUGHT US NOTHING BUT LOSERS WITH FEW EXCEPTIONS.

I THINK WE HAD LIKE A 97 LOSSES AGAINST 60 SOME ODD WINS, AND WE'RE BETTER THAN THAT.

I THINK WHAT CALIPARI HAS DONE AND RICK DID AND WHAT TEELE, IT GIVES OUR WHOLE STATE PRIDE.

A LITTLE MORE PEP.

IT'S IMPORTANT.

I KNOW BAER BRYANT INFLUENCED ME.

HOW MANY TIMES I THOUGHT I DIDN'T WANT TO DO SOMETHING.

HIM SAYING SUCK UP YOUR GUTS.

DO YOU REMEMBER THE OLD SAYING?

>> SURE.

>> I THINK THAT'S THE INSPIRATION.

I THINK SPORTS IS A POSITIVE INSPIRATION FOR ALL PEOPLE.

MAINLY THE YOUNG PEOPLE.

AND I KNOW I GREW UP ADMIRING, WATCHING RUPP AND EVEN I RAN INTO PAT RILEY NOT LONG AGO.

DID RUPP TEACH?

ABSOLUTELY.

HE LEARNED FROM RUPP.

WE CAN DO IT.

I WISH THIS COACH WELL.

HE'S IN A TOUGH SPOT.

AND I HOPE CAPILOUTO DOESN'T DRINK ANY MORE OF THE COOL AID OF OUR ELECTORATE BECAUSE I THINK HE IS DONE ENOUGH.

HE BROUGHT US GILLESPIE AND HE'S DONE A LOT OF GOOD THINGS.

HE'S BEEN HERE LONG ENOUGH.

I THINK WE NEED A FRESH START, SOMEONE TO WRITE A CHECK AND GET RID OF THE DEFICIT.

ANYWAY, I GUESS WE HAVE HOPE AND WE HAVE TO LIVE ON HOPE NOW, BILLY.

I WISH THERE WAS A LITTLE BIT MORE THAT WE COULD BELIEVE IN.

BUT WE HOPE FOR THE BEST.

>> ALSO DURING YOUR TENURE AS GOVERNOR, YOU WORKED BEHIND THE SCENES MOSTLY TO PROMOTE A REGULAR SEASON BASKETBALL SERIES BETWEEN KENTUCKY AND LOUISVILLE.

AND THAT IS CERTAINLY SOMETHING THAT I SUPPORTED AND THE COURIER, EVERY OPPORTUNITY I HAD.

I WAS TICKLED WHEN THEY FINALLY DID IT.

I THINK IT'S BEEN A GREAT ASSET TO BASKETBALL AND THE STATE OF KENTUCKY EVER SINCE THEY STARTED PLAYING.

BUT I ALWAYS REMEMBER YOU AT THE SO-CALLED DREAM GAME IN KNOXVILLE WITH YOUR HALF-RED, HALF-BLUE SPORT COAT.

THAT HAD TO BE -- AND YOU DID.

YOU DID A LOT BEHIND THE SCENES, JOHN, TO MAKE THAT HAPPEN, AND I THINK THAT TO ME WAS ONE OF THE REAL BIG STORIES OF MY CAREER AND PROBABLY YOUR CAREER AS WELL.

>> YOU KNOW, I TOLD BILL STERNS WHO WAS CHAIR OF THE BOARD OF UK WHO WAS IN MY CABINET, SECRETARY OF ENERGY, I SAID, BILL, I WANT TO TELL YOU ONE THING, BEFORE I LEAVE OFFICE I WANT UK TO PLAY U OF L AND I WANT YOU TO PROMISE YOU WILL GET THAT DONE.

OKAY, GOVERNOR.

SO I FORGOT ABOUT IT UNTIL ABOUT THREE WEEKS BEFORE I LEAVE OFFICE AND I SEE WHERE THEY'RE HAVING A BOARD MEETING.

MY GOSH, I FORGOT TO HAVE THAT DONE.

I CALLED BILL ON THE NIGHT BEFORE THAT BOARD MEETING.

BILL, YOU PROMISED ME.

YOU GAVE ME YOUR WORD.

HE IS A MAN OF HONOR.

HE SAID I WILL.

HE CALLED ME THE NEXT MORNING AND HE SAID THE SECRETARY DOESN'T WANT TO DO IT.

I LIKED THE SECRETARY.

I SAID, BILL, I HAVEN'T DONE A POLITICAL DEAL IN FOUR YEARS.

BILL, I'VE GOT TO VOTES ON THE BOARD BECAUSE THREE OR FOUR OF MY PEOPLE WERE ON THE BOARD.

AND -- OR AT LEAST CABINET MEMBERS OF MY ADMINISTRATION.

AND HE CALLED ME.

HE WENT AHEAD AND GOT IT DONE.

I SAID I'D BE THERE.

BILL, PLEASE DON'T LET ME DOWN.

IT'S BEEN GREAT FOR THE STATE.

EVEN THE RED AND BLUE TV SHOW THEY DID, THE DELANEY, AND IT'S INSPIRATIONAL.

THE THING ABOUT THE RED AND BLUE COLORS, THE NIGHT BEFORE THE GAME, I THOUGHT IN MY CLOSET I THINK I'VE GOT A BLUE COAT AND I THINK I'VE GOT AY RED COAT, AND I CALLED PHYLLIS, AND SHE HAD A VERY JOYOUS, WORKED FOR OUR FAMILY FOR YEARS AND YEARS, GREAT SEAMSTRESS, AND I SAID LOOK IN MY CLOSET.

SEE IF YOU CAN'T CUT DOWN HALF OF THE -- AND SHE DID IT.

I GOT A KENTUCKY AND A LOUISVILLE CAP.

AND I HAD MORE FUN WITH THAT.

THE PROBLEM IS I GOT MORE ATTENTION FROM THAT THAN ANYTHING I DID AS A GOVERNOR WHICH HURT MY FEELINGS BECAUSE WAS A PROUD OF OUR ADMINISTRATION.

>> WHERE IS THAT IS?

IS IT STILL AROUND?

>> IT'S AT SOME MEN'S STORE.

THEY TOOK MY OLD COAT.

>> WE NEED TO HAVE THAT IN AT THE TIME KENTUCKY HISTORY MUSEUM.

>> IT'S IN SOME MUSEUM OVER IN LOUISVILLE.

>> REALLY?

>> I THINK SOME RETAILER HERE TOOK THE HOR HALF OF THE SCOTTY AND SEWED IT TOGETHER AND IT'S ON DISPLAY.

IT DID GET A LOT OF ATTENTION.

>> AND YOU KNOW SOMETHING ELSE YOU'RE INVOLVED IN,, AGAIN BEHIND THE SCENES, WHEN YOU WERE AT UK, THE QUARTERBACK RECEIVING TEAM OF BOB HARDY AND HOWARD SCHNELLENBERGER WAS REALLY VERY GOOD AND VERY.

AND WE JUST RECENTLY LOST BOB.

>> THE MOST WINNING TEAM WE HAD.

>> BOB WAS REALLY A GREAT BY THE.

BUT WHEN LOUISVILLE -- >> YOU WANT TO GO NEXT WEEK AND HAVE ONE IN FRANKFORT, THE SERVICE.

HE SHOULD BE HONORED.

HE WAS A DEAR FRIEND OF MINE AND HE DID BEAT TENNESSEE THREE TIMES IN A ROW.

>> THREE TIMES IN A ROW.

BUT HOWARD SCHNELLENBERGER YOU HAD A LOT TO DO WITH GETTING HIM TO LOUISVILLE IN 1984, AND, GOVERNOR, I CAN REMEMBER EARLY IN YOUR TERM -- I'VE STILL GOT THE CLIPPINGS -- I WROTE A COLUMN ABOUT U OF L WAS SERIOUSLY TRYING TO DECIDE WHETHER THEY SHOULD JUST GIVE UP FOOTBALL OR DROP TO A LOWER DIVISION.

AND THAT ARGUMENT WAS STILL IN PLAY UNTIL THEY FINALLY MADE THE COMMITMENT, THANKS A LOT TO YOU AND OTHERS, TO HIRE HOWARD SCHNELLENBERGER, AND THE PRODUCT YOU SEE ON THE FIELD TODAY -- >> ABSOLUTELY.

>> -- WOULD NEVER HAVE HAPPENED HAD IT NOT BEEN FOR THAT HIRE.

>> AND THE STADIUM.

>> YEAH.

>> HOWARD IS THE ONE THAT PUSHED THE STADIUM.

AND GEORGE FISHER WAS ON THE U OF L BOARD AT THE TIME, AND, OF COURSE, BEING LOUISVILLE AND -- AND I HAD GONE TO SCHOOL WITH HOWARD AND HE ASKED ME TO GO MEET WITH HIM, SEE IF I COULD GET HIM FROM MIAMI BECAUSE HE HAD JUST TURNED DOWN THE MIAMI JOB IN THE PROS.

I REMEMBER MEETING HIM AT MY HOME IN GOLDEN BEACH DOWN THERE AT THE TIME.

AND I PUT THE DEAL TOGETHER IN ABOUT HALF AN HOUR.

IT WAS ALL ETHICAL, ABOVE BOARD.

I CALLED THREE OR FOUR PEOPLE, THE THORNE TONS AND PARTYSONS AND OTHERS, AND I ASKED HIM WHAT HE WANTED.

HE TOLD ME WHAT HE WANTED AND IT WAS DONE IN 40 MINUTES.

IN FACT, I TALKED TO HIM -- I WAS GOING TO GO TO THE GAME WITH HIM.

I SAID IF YOU ARE COMING UP, I AM I'M GOING TO GO TO THE GAME UP WITH THE LOUISVILLE GAME I THINK IS ONE OF THE GREATEST GAMES EVER FOR ANY KENTUCKY TEAM.

IT'S MADE A DIFFERENCE.

AND I THINK HOWARD IS PROUD OF IT.

HE WANTED TO COME HOME.

I LIKED HIS FIRST STATEMENT.

I ASKED HIM, WHY DID YOU TAKE THE LOUISVILLE JOB WHEN YOU HAD THE NUMBER ONE TEAM IN THE UNIVERSITY OF MIAMI?

HE SAID, LOOK, NOTRE DAME HAD TO START SOMEWHERE.

WHAT AN INSPIRATION, RIGHT.

>> >> HE TOLD ME -- I ASKED HIM THAT SAME QUESTION -- HE SAID, I WANT TO GO SOMEPLACE WHERE I CAN BE THE FIRST HOWARD SCHNELLENBERGER INSTEAD OF THE NEXT NEWT ROCKY, AND I THINK HE DID.

I THINK THAT IDEA OF BUILDING WAS WHAT REALLY ALWAYS ATTRACTED HIM.

>> I HATE TO SAY THIS BUT I'VE HEARD IT TWICE -- I ASKED HIM TWICE TO TAKE THE UK JOB AND HE GOT TURNED DOWN.

I HATE TO SAY THAT ABOUT MY ALMA MATER.

EITHER IT'S THE LOUISVILLE CONNECTION OR WHATEVER REASON.

HE WAS LIKE ONE OF THE FIRST OFFENSIVE COACHES IN THE WHOLE COUNTRY.

HE WOULD HAVE BUILT IT AS A TOP TEN TEAM, THERE'S NO QUESTION ABOUT IT.

ANYWAY, HOPEFULLY THINGS GET BETTER HERE.

IN LOUISVILLE I THINK IT'S GOING TO BE THE NUMBER ONE TEAM IN THE COUNTRY.

I WOULD BE SURPRISED THEY WERE NUMBER THREE TODAY AFTER THEIR BIG VICTORY BUT THEY PLAY LOOK A NUMBER ONE TEAM.

>> THEY WERE VERY GOOD.

ALSO DURING YOUR ADMINISTRATION, AND THIS IS A LITTLE-KNOWN STORY ABOUT LEE COURSE OH, EVERYBODY KNOWS LEE TODAY AS BEING THE GUY ON THE ESPN GAME DAY WHO PUTS ON THE MASCOT HEAD AT THE END OF THE GAME AND ALL THAT.

LOVEABLE LEE, BUT HE COACHED AT U OF L AND HAD A REALLY GOOD SEASON IN '72.

HE MADE IT THE FIELD AT FAIR GROUND STADIUM BECAUSE OF ITS GUITAR AND GRASS, AND ANY TIME IT RAINED IT WOULD JUST BE A SWAMP.

SO HE LEVERAGED THAT GOOD SEASON HE HAD TO HAVE THE FAIR BOARD PUT AN ARTIFICIAL FIELD IN THERE.

WELL, ALL THAT DID WAS DRIVE OUT THE AAA BASEBALL OWNER.

BILL GARDENER TOOK HIS TEAM TO PAWTUCKET, RHODE ISLAND, AND THEN, DOGGONE IT, IF CORSO DIDN'T BOLT FOR INDIANA.

SO WE WERE SITTING THERE WITH A NEW CARPET BUT NO CORSO AND NO AAA BASEBALL FOR THE NEXT TEN YEARS.

BUT DURING YOUR ADMINISTRATION IN 1982 IS WHEN THEY SMITH CAME AND BROUGHT THE RED BIRDS FROM SPRINGFIELD TO LOUISVILLE, AND THAT'S BEEN ONE OF THE GREAT SUCCESS STORIES I THINK IN THE COMMONWEALTH, IS JUST THE REVIABLE OF AAA BASEBALL.

WE'VE GOT, IN MY OPINION, THE BEST AAA PARK IN THE COUNTRY RIGHT THERE ON THE BANK OF THE OHIO RIVER RIGHT NOW.

SO A LOT OF THINGS HAPPENED DURING YOUR ADMINISTRATION THAT REALLY CHANGED THE TRAJECTORY OF SPORTS IN THE COMMONWEALTH.

>> I I THINK THE OWNER OF THE RD BIRDS.

>> RAY SMITH.

>> NO, THE OWNERS NOW.

>> DAN UHLMER.

>> AND I DIDN'T KNOW IT.

I WENT TO HIS JUNIOR ACHIEVEMENT AWARD HE GOT A FEW YEARS AGO.

HE GAVE ME CREDIT THAT WE GAVE HIM HALF A MILLION DOLLARS TO HELP THEM GET FINANCED.

BUT I HAVEN'TY BEEN A BASEBALL PERSON BUT I KNOW IT'S GOOD FOR LOUISVILLE.

SAME WITH GEORGE FISHER.

HE'S GOT THAT BIG -- RIGHT ON TOP OVERLOOKING THE BASEBALL AS WELL AS YUM ARENA.

>> AND THEN FINALLY, OF COURSE, I'D BE REMISS IF I DIDN'T BRING UP MUHAMMAD ALI WHO PASSED AWAY HERE IN THE SUMMER OF 2016, AND YOU BECAME VERY CLOSE WITH HIM, AND I JUST WOULD LIKE FOR YOU, IF YOU WOULDN'T MIND, TO GIVE US A LITTLE BIT OF THE BACKGROUND AND THE HISTORY OF THAT RELATIONSHIP.

>> WELL, IT'S BEEN SPECIAL TO ME.

HE CALLED ME BACK IN I GUESS THE LATE '90S AND SAID HE WANTED TO HAVE LUNCH.

SHE SAID SHE NEEDED TO TALK TOW ME, I WOULD GIVE HER SOME IDEAS.

WE MET AT THE BEVERLY HILLS HOTEL, AND SHE TOLD ME ABOUT HER VISION, HER DREAM, AND ASKED ME MY ADVICE.

I THINK THERE WAS SOME LOCAL GROUP AND THEY WERE ABOUT $400,000 IN THE HOLE.

I SAID, LONNIE, I THINK YOU HAVE A BIG IDEA.

I SAID, MOST PEOPLE WOULD ADVISE YOU IT WANT KANT BE DONE, AND IN MY JUDGMENT THERE'S ONLY YOU PERSON THAT CAN MAKE THIS POSSIBLE AND THAT'S LARRY TOWNSEND.

LARRY HAD THE VISION, THE PASSION, THE CONTACT, THE CREDIBILITY.

I SAID IF YOU CAN GET HIM TO DO IT, I THINK IT WILL WORK BECAUSE HE'LL MAKE IT WORK, AND LARRY SPENT SIX YEARS WITHOUT A SALARY, STARVING, NOTHING, HAD A BIG FUNDRAISER REMEMBER AND GOT -- AS YOU KNOW, AT THAT TIME IT WAS PERSONA NON GRATA BECAUSE OF THE DRAFT.

A MAN IS NEVER POPULAR IN HIS OWN TOWN.

AND SO OVER THE YEARS -- AND IT'S SO WONDERFUL LOUISVILLE THE WAY THEY HAVE EMBRACED HIM AND THE WAY THEY SUPPORT HIM AND THEN AFTER LARRY, BOND CAME IN AND THEY GAVE HIM SUPPORT BUT LONNIE HAD BEEN THE REAL VISIONARY.

I'M SO PROUD OF HER.

IT'S SO INSPIRATIONAL.

I DON'T THINK THERE'S A FIGURE IN THE WORLD THAT IS HONORED AND LOVED AS MUCH AS MUHAMMAD ALI, NOT EVEN MANDELA, AND THAT'S SPECIAL FOR KENTUCKY.

HE'S A KENTUCKIAN.

YOU TAKE COLONEL SANDERS, WE DO SOME PRETTY SPECIAL THINGS BECAUSE I THINK WE ARE ENTREPRENEURIAL.

WE GREW UP THE HARD WAY IN THIS STATE.

WE DON'T MIND TAKING SOME RISKS.

AND ALI, I CHANGED THE CITY OF LOUISVILLE FOR THE FUTURE IN MY JUDGMENT.

I'M SO GLAD TO SEE THE UNIVERSITY OF LOUISVILLE HAVE THAT CONNECTION.

I JUST SAW ON TV THEY SHOWED HIM RUN OUT OF THE TUNNEL AND ALI IS GIVING THEM AN INSPIRATIONAL MESSAGE.

THAT'S A MESSAGE WE CAN ALL LIVE WITH EVERY DAY.

HE WAS A GOOD MAN.

>> ALI, OF COURSE, WAS NOT ALWAYS THE LOVABLE, PEACE-LOVING INDIVIDUAL THAT HE WAS LATE IN HIS LIFE.

HE DID SPEAK OUT IN THE '60s AGAINST THE VIETNAM WAR, REFUSED TO BE INDUCTED IN THE DRAFT, HAD HIS TITLE STRIPPED FROM HIM FOR THREE AND A HALF YEARS.

AND TO THIS VERY DAY RECENTLY THERE'S BEEN ALL OF THE CONTROVERSY ABOUT THE FOOTBALL QUARTERBACK COLIN KAEPERNICK AND THE NFL REFUSING TO STAND FOR THE NATIONAL ANTHEM AS A PROTEST AGAINST THE KILLING OF BLACK CITIZENS BY POLICE.

WHAT IS YOUR OPINION ON ATHLETES, PEOPLE IN SPORTS USING THAT FORUM THAT THEY HAVE TO MAKE SOCIAL CHANGE?

IS THAT SOMETHING THAT -- BECAUSE THEY HAVE SO MUCH INFLUENCE, ESPECIALLY ON YOUNG PEOPLE.

IS THAT A GOOD THING, IN YOUR OPINION?

>> I THINK IT CUTS BOTH WAYS.

I THINK IF A PERSON THAT DOES IT HAS SUBSTANCE BEHIND IT, I THINK IT'S A LOT MORE WEARABLE.

WHETHER THIS YOUNG MAN KAEPERNICK HAS THAT OR NOT, I THINK HE'S TRYING TO.

IT'S A LITTLE BOLD.

YOU LET THE TEAM DOWN AND DISRUPT, WHATEVER, SO WHERE IS YOUR RESPONSIBILITY?

BUT THE LEADERS, I KNOW -- I THINKALI WAS THE WHOLE START OF THIS, AND I'VE TALKED TO LONNIE ABOUT IT, USING THAT CENTER FOR CONFLICT RESOLUTION BECAUSE YOU SEE THE BASKETBALL FROM EVEN MICHAEL JORDAN HADN'T SPOKEN UP FOR 30 YEARS AND ALL OF A SUDDEN HE'S SPEAKING UP TO MAKES A DIFFERENCE, AND OTHER BASKETBALL PLAYERS, THE FOUR OF THEM, LEBRON JAMES AND PAUL AND -- FOUR OF THEM I THINK WERE STANDING UP, ANTHONY, ABOUT GETTING INVOLVED BECAUSE IT'S A LOCAL COMMUNITY PROBLEM.

THE FEDERAL GOVERNMENT IS NOT GOING TO SOLVE IT.

STATE GOVERNMENT DON'T.

BUT THE MAYOR ON DOWN WHERE YOU CAN REACH THE FAMILIES AND YOU CAN REACH THE PEOPLE FIRSTHAND, YOU CAN MAKE A DIFFERENCE.

BUT I THINK IT'S GOOD THEY SPEAK OUT.

I'M NOT SURE IF THAT'S THE APPROPRIATE FORUM.

BUT ALI WAS THE START OF ALL THIS, YOU KNOW, AND HE WASN'T PERSONA NONE GRATIA.

BUT I SAW HIS FISHING AFTER BEATING FOREMAN AND I CALLED LARRY, LATEST A BIG PARADE, ELLIE?

I SAW A PICTURE OF THE GUY.

AND HE SAT OUTSIDE THE LINCOLN WITH THE TOP OUT WAVING AT PEOPLE IN CHICAGO.

I SAID THEY OUGHT TO BE IN LOUISVILLE.

SO I CALLED MAYOR DALY'S OFFICE AND SINCE I WAS A DEMOCRAT GOT DETECTED TO SENATOR SHU.

BRING HIM DOWN HERE.

THAT WAS BEFORE I WAS GOVERNOR.

AND THEY WERE A LITTLE BIT RELUCTANT.

BUT HE CHARMED THEM.

HE WENT TO EVENTS ALL OVER THE CITY THAT VISIT.

I DON'T REMEMBER IF YOU REMEMBER THAT OR NOT, YOU WERE TOO YOUNG.

>> OH, NO, I'M NOT TOO YOUNG, GOVERNOR.

>> THAT IS WA '73, I GUESS.

AND HE JUST CHARMED EVERYBODY.

AND OVER TIME, YOU KNOW, AND LOAN STARTED WITH THIS WHOLE PROJECT AND LARRY AND THE REST OF THEM, IT WAS SOME RELUCTANCE.

BUT I THINK HE SOLD THE COMMUNITY.

THEY WERE SO PROUD, HE'S OUR MAN, OUR ENERGY, HE'S OUR SPOKE PERSON, AND SO IN TIME THINGS WORKED OUT.

ALI IS INSPIRATIONAL FOR GENERATIONS YET.

THE ALI CENTER, $80 MILLION.

WHO WOULD HAVE THOUGHT THAT WOULD HAVE BEEN POSSIBLE AFTER 9/11 AND ALL THAT.

SOMEONE WE CAN ALL BE PROUD OF.

I CERTAINLY AM.

>> GOVERNOR, WITH YOUR BACKGROUND IN BUSINESS, CERTAINLY AN ICON WITH WHAT YOU DID WITH KENTUCKY FRIED CHICKEN AND YOUR KNOWLEDGE AND INTEREST IN SPORTS, HAS IT REACHED THE POINT WHERE THERE'S TOO MUCH MONEY IN COLLEGE ATHLETICS?

TO ME MONEY HAS ALMOST CORRUPTED COLLEGE ATHLETICS AS YOU AND I KNEW IT WHEN WE WERE IN COLLEGE AND WE WERE GROWING UP.

IT JUST SEEMED LIKE THE SALARIES, THE COACHES WERE GETTING PAID, THERE'S THIS MOVEMENT NOW THAT FOR A WHILE TO PAY PLAYERS, THE TICKET PRICES, THE TV MONEY.

IT JUST SEEMS TO ME THAT BIG-TIME COLLEGE SPORTS HAS ALMOST JUST BEEN CORRUPTED BY ALL THIS MONEY.

DO YOU HAVE ANY STRONG FEELINGS ABOUT THAT ONE WAY OR ANOTHER?

>> I THINK IT'S ONE OF THOSE THINGS, LIKE I MENTIONED BEFORE, WE LIVE IN AN IMPERFECT WORLD.

IT'S THE WORST FORM OF DEMOCRACY EXCEPT ALL OTHERS.

AND WE HAVE A FREE ENTERPRISE SYSTEM, AND YOU CAN'T HARDLY HAVE ONE WAY AND NOT THE OTHER WAY, AND I'M NOT SURE WHAT YOU CAN DO.

I THINK WE SEE THE PICTURE THE SAME WAY.

BUT PROBABLY MORE GOOD COMES OUT OF IT.

IN FACT, I THINK YOU HAVE LESS SCANDAL NOW IN COLLEGE FOOTBALL AS YOU DID BACK 25, 30, 40 YEARS AGO.

I REMEMBER BACK I WAS ASKED BY A COLLEGE PLAYER, A CONSIDER, BACK 40, 50 YEARS AGO, AND THOSE KIND OF THINGS.

NOW THERE'S TOO MUCH EXPOSURE, THE INTERNET, ACCOUNTABILITY.

I THINK YOU MAKE A GOOD POINT BUT I DON'T THINK IT'S GOING TO CHANGE.

>> I DON'T, EITHER, UNFORTUNATELY.

I DON'T THINK THERE'S ANY GOING BACK ONCE YOU LET THAT HORSE OUT OF THE BARN.

YOU -- AND AGAIN I'M NOT MEANING TO BLOW SMOKE AT YOU, BUT AS I LOOK AROUND THE LANDSCAPE TODAY, WHETHER IT'S POLITICS, WHETHER IT'S SPORTS, WHETHER IT'S GOVERNMENT, WHETHER IT'S BUSINESS, I DON'T SEE THE SAME CALIBER OF LEADER THAT WE'VE HAD IN KENTUCKY IN THE PAST, AND I'M NOT ONLY TALKING ABOUT YOU, I'M TALKING ABOUT PEOPLE LIKE BUT ARE COMBES AND NED BREATHITT AND PEOPLE -- BILL YOUNG, PEOPLE WHO HAD A VISION BUT THEY ALSO WERE ETHICAL, MORAL PEOPLE.

WHAT IS IT, YOU KNOW, WHAT DOES IT TAKE, FIRST OF ALL, IN YOUR OPINION, TO BE A LEADER?

AND WHERE DO WE GO TO FIND THE LEADERS THAT WE NEED FOR TODAY AND TOMORROW?

>> THAT'S A GOOD QUESTION.

THE HANDICAP IS THAT WITH MODERN DAY MEDIA, IF YOU WANT TO SACRIFICE YOUR WHOLE CAREER AND RUN SOMEBODY LIKE A TRUMP WHERE IT'S GOING DAMN YOU AND ANYBODY ELSE THAT ENDORSES YOU, IT MAKES IT VERY DIFFICULT TO GET QUALITY PEOPLE.

THE ONLY REASON I RAN IS I WAS INSPIRED BY MY DAD.

HE COULDN'T WIN.

WHAT THE HELL, I HAD ALREADY DONE ENOUGH.

TAKE ME DOWN THE TUBES, SO BE IT, YOU KNOW, AND I DIDN'T MIND THE RISK.

BUT I TELL YOUNG PEOPLE AND EVEN MY SONS, AND JOHN, EIGHT YEARS SERVED AS SECRETARY OF STATE AND EVEN TALKING TO LINCOLN, THAT THERE'S NOTHING YOU CAN DO IN LIFE MORE MEANINGFUL THAN SERVICE.

AS ALI SAID, OUR PAY AND RENT ON EARTH IS SERVICE FOR OTHERS WHILE WE'RE HERE.

AND I BELIEVE THAT SHOULD BE FOR GOVERNMENT.

GOVERNMENT IS THE MOST IMPORTANT THING WE ARE INVOLVED WITH, AND IT'S IMPORTANT.

THE PUBLIC NEEDS TO LEARN MORE AND TRY TO BE INVOLVED.

THAT'S A HARD SELL BECAUSE IT'S NOT INTERESTING.

AND EVEN THE MEDIA, NOT LIKE IT WAS, THE ETHICS IN MEDIA, IT'S A SALES JOB.

THEY'RE KEEPING TRUMP FRONT PAGE BECAUSE HE SAYS SOMETHING BLISTERING EVERY DAY AND THAT'S NEWS, AND YOU'RE IN THE BUSINESS OF SALES.

YOU WANT BUSINESS.

YOU WANT TO CHANGE SPORTS, YOU CHANGE NEWSPAPERS OR MEDIA.

>> I AGREE WITH THAT TOTALLY.

>> I KNOW YOU DO.

I KNOW YOU DO.

I WOULD STILL ENCOURAGE YOUNG PEOPLE THERE'S NOTHING YOU ARE GOING TO DO MORE IMPORTANT THAN SERVICE TO OTHERS, AND IF YOU HAVE AN OPPORTUNITY AT A HIGHER LEVEL WHETHER IT'S THE LEGISLATURE OR THE STATE, THEN THAT'S A GOOD PLACE TO PARK YOUR CAR AND MAKE A COMMITMENT BECAUSE YOU'LL ENJOY IT.

I NEVER DID ANYTHING IN MY LIFE MORE ENJOYABLE THAN THE FOUR YEARS I SERVED AS GOVERNOR.

>> BUT IT SEEMED LIKE WHEN YOU WERE GOVERNOR, THAT YOU WERE ABLE -- WHETHER BY FORCE OF PERSONALITY OR WHATEVER -- YOU WERE ABLE TO WORK ACROSS THE AISLE.

WE DIDN'T HAVE THIS DIVISION AND ANIMOSITY AND GOTCHA MENTALITY THAT WE HAVE TODAY.

AND I THINK THAT JUST KEEPS US FROM GETTING THINGS DONE, ESPECIALLY IN A STATE LIKE KENTUCKY.

>> YOU'RE RIGHT.

THE PROBLEM IS MOST PEOPLE IN POLITICS ARE IN IT FOR A CAREER.

POLITICS SHOULD NOT BE A CAREER.

I COULDN'T CARE LESS ABOUT GETTING RE-ELECTED.

THAT WASN'T MY GOAL, YOU KNOW, I WAS IN TO MAKE A DIFFERENCE AND MAKE OUR MARK, AND WE DID THAT, AND I'M PROUD OF THAT.

BUT I COULD TAKE THE RISK.

IT WASN'T A CAREER FOR ME.

IT WASN'T LIKE IF YOU LOSE YOUR JOB AS A MAYOR OR SOMETHING ELSE, WHAT DO DO YOU.

MOST OF THEM ARE CONSULTANTS, WHICH IS I THINK UNTHICKLY FROM CONGRESS.

SO WE HAVE A LOT OF GOOD ABOUT OUR SYSTEM.

AS I SAY WE HAVE THE WORST FORM OF GOVERNMENT EXCEPT ALL OTHERS.

I WON'T COURAGE FOR YOUNG PEOPLE WHO HAVE TALENT AND CAN MAKE A DIFFERENCE AND HAVE THAT KIND OF LEADERSHIP THAT GOVERNMENT IS THE PLACE WHERE YOU CAN MAKE THE MOST DIFFERENCE.

IF YOU HAVE A COMPANY THAT'S WORTH $1 BILLION OR 10 OR 50, WHO CARES?

EVEN BLARE BLOOMBERG IS WORTH -- MAYOR BLOOMBERG.

I THINK HE'LL TELL YOU THE MOST IMPORTANT THING HE DID IN HIS LIFE WAS MAYOR OF NEW YORK.

IT TAKES INDEPENDENCE.

>> I HEARD SOMEBODY SAY RECENTLY THAT, YOU KNOW, WHEN YOU DIE, THE THINGS THAT YOU DID FOR YOURSELF YOU TAKE WITH YOU, BUT THE THINGS YOU DID FOR OTHERS LIVE ON, AND I REALLY LIKE THAT.

>> THAT'S A GOOD STATEMENT, BILLY.

>> AT THE END HERE, IS JUST WANT TO -- I KNOW PEOPLE ARE INTERESTED IN HOW YOU'RE DOING.

YOU LOOK GREAT.

I SAW YOUR DAUGHTER PAM ON CNN RECENTLY INTERVIEWING MRS.

CLINTON.

VERY PROFESSIONAL.

VERY -- JUST A GREAT JOB.

SHE'S ONE OF THE GOOD PEOPLE TODAY I THINK IN JOURNALISM.

BUT HOW IS YOUR LIFE TODAY?

WHAT HAVE YOU BEEN DOING?

>> WELL, IT'S A LITTLE BORING.

I DON'T LIKE GETTING OLD BECAUSE I'M ALWAYS ACTIVE.

I DON'T LIKE THAT, AND I GUESS IT'S SOMETHING I HAVE TO ACCEPT.

I'M LUCKY AND PRETTY HEALTHY AND HAVE A GALLON THAT'S VERY GOOD TO ME AND I ENJOY LIVING WITH.

MY KIDS ARE ALL DOING GREAT, ALL FIVE OF THEM.

AND THEY'RE ALL BUSY.

LINCOLN AND PAM AND THE YOUNGEST.

I SPEND A LITTLE BIT MORE TIME WITH THEM.

THEY'RE STILL CONNECTED TO THEIR PARENTS.

AND LINCOLN IS DOING GREAT.

HE'S RUNNING A BIG COMPANY OUT IN CALIFORNIA AND HAS ABOUT 450 PEOPLE WORKING FOR HIM.

AND HE'S GOT A REAL AMBITION.

MY SON JOHN IS DOING GREAT IN FRANKFORT.

PROBABLY ASY WELL RECOGNIZED AS ANYBODY IN GOVERNMENT.

MY DAUGHTERS ARE ALL DOING GREAT.

PAM, WHAT I LOVE ABOUT HER, SHE DOESN'T TAKE HERSELF SERIOUSLY.

SHE IS JUST ENJOYING IT, AND I LOVE HER ATTITUDE, AND SHE'S PREPARED.

A PARENT WATCHING A LITTLE GIRL ON NATIONAL TV TALKING TO THE PRESIDENT, I MEAN, AND SHE WAS SO RELAXED, IT'S LIKE, YOU KNOW, KNOW THESE PEOPLE OR WHATEVER.

REAL PROUD.

MY LIFE IS VERY FULFILLED.

I'VE BEEN VERY FORTUNATE.

I HAD CERTAIN HEALTH CHALLENGES OVER THE YEARS BUT, YOU KNOW, STILL FEEL GOOD.

AND SO I FEEL VERY FORTUNATE.

AND MY WHOLE LIFE'S BEEN IN KENTUCKY FROM KFC TO KENTUCKY COLONELS OR EVEN BEING GOVERNOR SO.

THANK YOU FOR HAVING ME ON THE PROGRAM BECAUSE TO ME YOU'RE A GREAT KENTUCKIAN IF YOU DON'T MIND ME THROWING A LITTLE PROPS TO YOU.

IN THE YOUNG DAYS YOU WERE IN YOUR 20s AND CHALLENGING THE COURIER-JOURNAL ABOUT WHAT THEY SHOULD -- I TOLD YOU IF THE YOU ARE COURIER DOESN'T SUPPORT US, WE CAN'T GET ANYTHING TO COME TO OUR GAMES BECAUSE THAT WAS OUR SOURCE OF INFORMATION.

IN FACT I HAD YOU TALK TO LARRY BINGHAM AND WE DIDN'T MIKE ME TELLING HIM.

>> YOU TRIED TO HIRE ME AS YOUR SPOKESMAN, IF YOU WILL, I GUESS, IN '79.

>> I WISH I HAD.

>> I SOMETIMES WISH I HAD TAKEN THAT BECAUSE THAT WOULD HAVE BEEN FUN.

>> YOU WOULD HAVE DONE A GREAT JOB.

BUT I BOTCHED MY PRESS OPERATION.

IT'S A WASTE OF TIME.

THEY JUST WANT A NEWS STORY.

I LIKE THE NEWS PEOPLE, THEY'RE DOING THEIR JOB, BUT I DON'T WANT TO SIT HERE AND THEY'RE SITTING OUTSIDE MY DOVER TIME I WALK OUT.

I THINK I WAS THE ONLY GOVERNOR EVER THAT ABOLISHED THE PRESS.

THEN I REMEMBER THE FIRST PERSON AT OUR FIRST PRESS CONFERENCE, GOVERNOR, HOW ARE WE GETTING OUR ANSWERS?

YOU SEE ME IN THE HALLWAY OR WHATEVER I'LL ANSWER YOUR QUESTION.

I'LL HOLD A PRESS CONFERENCE IF IT'S IMPORTANT.

AT LEAST WE HAD PEACE.

IF I HAD HAD YOU, WE COULD HAVE MAYBE DONE THE JOB A LITTLE BETTER BECAUSE I'M PROUD OF MY FOUR YEARS AND MY PEOPLE ASK WHAT WE ACCOMPLISHED.

>> JOHN, YOU ARE CERTAINLY ONE OF THE MOST ACCOMPLISHED KENTUCKIANS AND A GREAT KENTUCKIAN.

I THANK YOU FOR BEING HERE TODAY.

AND I CERTAINLY THANK YOU FOR YOUR FRIENDSHIP ALL THESE YEARS.

>> THANK YOU, BILL.

I FEEL THE SAME WAY.

>> THIS IS BILLY REED SPEAKING FOR "CONVERSATIONS WITH CHAMPIONS."