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BIRDWHISTELL: All right. We're set. Go ahead.

KLOTTER: Okay. I think we're ready to get you elected.

[Radio interference]

BREATHITT: Oh, hell. (Laugh--Birdwhistell)

KLOTTER: Are we ready to start or do--?

BIRDWHISTELL: Yeah. Go--go ahead, I'm just--

BREATHITT: Wait a--

BIRDWHISTELL: --gonna put this(??)

BREATHITT: --minute, wait a minute.

BIRDWHISTELL: --other one on. We're rolling.

KLOTTER: Okay.

BREATHITT: Okay?

KLOTTER: I think this time we're ready to --to get you elected and then to get into your administration.

BREATHITT: Okay.

KLOTTER: So, I--I wanted to first start out, in the--in the general election, did you know Louie Nunn before that race and wha- --what were your thoughts about him going into the race?

BREATHITT: In 1952, I was Adlai Stevenson's state speaker's chairman in the presidential race and Tom Underwood's speaker's chairman, when he 00:01:00was running for the Senate against John Sherman Cooper. Louie Nunn was the chairman for Eisenhower and for John Sherman Cooper in 1952. So we butted heads in the campaign. I was in my headquarters; he was in his. But I really didn't know him. He was just the--our--the adversary, but I knew of him, because he had--he had wo- --had become the star of the Republican Party politically, had won that county judge's race down in Barren County, as a Republican, which was quite an eye-opener. And so I knew of him, but I didn't really know him personally until I ran. I'd meet him, you know, at something. We'd just shake hands, "Hi, Louie," "Hi, Ned," and that was it. But I--until I--until he ran for governor, and in the primary, of course, he was a odds on cinch for 00:02:00that, but I got to know him well in (Laugh) the--in the election.

KLOTTER: Did you anticipate the kind of campaign that it turned out to be?

BREATHITT: I thought that the tough race would be against Governor Chandler. And every--all of my allies did. And we really didn't think that there would be a major race in the fall, because Combs had won so overwhelmingly against Robison. And Robison had been congressman, and was well-known, and had a strong Louisville base, as well as his family's base down in the old Fifth District. So I really thought that--that it would be a--a much easier race than it was, in the fall. I miscalculated in--in two--two areas. I did not know that Governor Combs was going to issue the--right after the primary, the executive order on civil rights, which Louie Nunn took full advantage of and 00:03:00really put him in the race. And then the other thing was, I had felt that we could get the Democratic Party back together, but ch- --Governor Chandler--And--and many of his supporters bolted, although I was able to get Mac Walters, who was his campaign chairman, and Harry Davis, who had--who had been his chief staff person, who married a Hopkinsville girl, and also "Cap" Gardner, the state senator from down in Owensboro. I got a lot of the Chandler people that had been active in his primary campaign to be active for me. Still he publicly bolted and--and that hurt me, because he had a lot of--of disheartened supporters that went 00:04:00with him, and--and felt that I wasn't worthy to--to be the standard bearer when the people of Kentucky had had the ch- --choice of having Governor Chandler. So th- --I lost those people. And he was a--He-- you know, he spoke, and--and made statements, and it was hurtful. But the thing that really hurt me was--was the civil rights issue, which- -the executive order created much greater reaction, I'm sure, than Governor Combs thought, or frankly that I thought. But when Governor Nunn, then candidate Nunn, went on state-wide television the next night after the--Governor Combs issued that, and made a direct appeal to the people of Kentucky on the issue of the executive order. And he had the Kentucky flag, and the American flag, and the Constitution of Kentucky, 00:05:00and the biggest Bible I ever saw on the (Laugh--Birdwhistell)--on the--

BIRDWHISTELL: And the Bible(??).

BREATHITT: --desk in front of him, and he--he just said that we're not gonna have dictatorship in Kentucky and "We're not gonna have exec- --government by executive decree of a governor on a matter as sensitive as this one is, and my first act as governor will be to rescind that executive order. This is a matter for the legislature, my friends, and you and I know, my fellow Kentuckians, that legislature will know how to deal with this issue."

BIRDWHISTELL: Governor, that sounds kind of like spilling gasoline on a roadway. Just the spill is bad enough, but it's not that dangerous, but if somebody throws a match in it,--

BREATHITT: Oh,--

BIRDWHISTELL: ------------(??).

BREATHITT: --good night! I got a knot.

BIRDWHISTELL: He threw a match in it(??).

BREATHITT: I was sitting there in my Louisville headquarters with my campaign chairman, Foster Ockerman, watching the address. And I got a knot in the pit of my stomach, and it didn't leave 'til the last vote was counted and I was declared the winner, because it was a tough 00:06:00one. I was trapped, because of my position on civil rights. Governor Chandler and I had been very pro-civil rights in the campaign. He talked about integrating baseball, and I talked about what I'd done in the legislature, and my positions, and we didn't have but a seven percent black population. It was--it was a position that I took. Plus people like Ed Prichard and the Binghams and others were just so strong on that si- --Combs, my mentor and supporter, was strong on that side. It would have been the greatest act of hypocrisy for me to have tried to moderate that position.

BIRDWHISTELL: Did anybody try to get you to do that?

BREATHITT: Yes, but not any of the--my major supporters. Because at that time the liberal wing of the Democratic Party centered around the 'Courier-Journal" and the Binghams, and--and Ed Prichard, and those 00:07:00people, just saw this as a great thing. And it--they thought it was wonderful that Combs had issued the executive order. And so there was nothing to do but to just take the issue head on and go with it. I did say that I would rescind the executive order, but I would introduce legislation, and we would pass the legislation. It took me two sessions of the legislature to do it--just to try to moderate the issue of doing this sort of a thing by an executive order, but that wasn't the issue. The issue was--was racism, inherent racism in Kentucky, and it was there. And even though from Governor Clements, Governor Wetherby, Governor Chandler, Governor Combs had all taken positive steps to deal with the issue a- --and to integrate Kentucky, the feelings 00:08:00were there. And once somebody made the issue--and then Governor Nunn campaigned over the state. I mean, he really did. And--and some of his supporters put out bogus handbills. Some of 'em showed me marching with Martin Luther King and--and then had miscegenation--statement said that Breathitt really believes--you know, they--they weren't signed, they were just scattered out at stockyards and places. That--that-- that Breathitt thinks that the only way to really solve the--the racial issue is intermarriage. Well, you know how that went over. And boy, I really was--I was in deep trouble over that issue. And--but you see, that then gave the Republican Party hope, and it gave the anti- Breathitt-Combs Democrats hope, that wh- --the ch- --the supporters of Governor Chandler and--and that gave them the feeling that if they really worked hard on the campaign, they could win the governorship. 00:09:00And it put him in the race. And in a race that I thought, when we beat Chandler, that it was over, (Laugh--Birdwhistell) but it wasn't over. I still had to fight Chandler, and then I had to fight Nunn, and I had to fight the racial issue, and it was a tough, tough battle.

BIRDWHISTELL: I have a question for you. I was talking to a newspaper reporter yesterday who's covered a lot of campaigns, and he was reflecting back to covering Combs' campaigns, and he said he liked to cover Combs' campaigns, 'cause it wasn't too busy.

BREATHITT: Umhmm.

BIRDWHISTELL: He said he'd just, you know, move around a little bit during the day and then do one big thing that night, and it was fairly- -fairly easy. But there are other candidates that were, you know, hard to keep up with, who were out hitting it real hard. And where did you fit on that spectrum of--?

BREATHITT: Real hard.

BIRDWHISTELL: ------------(??) Real hard. (Laugh)

BREATHITT: Because I was so far behind. I was young. When I was r- --when I first started running I was 38 years old, and I would--I 00:10:00would go from daybreak 'til, what, late at night. When I'd stop to eat, I'd go back in the kitchen and campaign with the people that worked in the kitchen of a restaurant, then I would shake hands and campaign with everybody in the restaurant. I did that. I worked two state fairs, just shaking hands with everybody at the state fairs. I went--I had a booth at--at two state fairs, one in '62 in the--in the late summer, early fall of '62, and then in '63. And I just worked the state fair, everybody there, just going around ha- --like I was running for--for sheriff, in a county. And I--I--the last--well, Wendell Ford campaigned that--that way and Julian Carroll campaigned that way, but- -and I--I--I knew I was so far behind. The polls showed that I had no name nec- --recognition and it showed that Governor Chandler was so far 00:11:00ahead of me initially that all I had were the anti-Chandler vote that would vote for anybody they thought was a serious candidate against Chandler. And (Laugh) some of 'em would vote for just anybody against Chandler, and I started with that. But I had very little positive support in my behalf, even though I'd been very active, I'd been in the legislature. To the average Kentucki- --I had one big advantage, and that was my name, Breathitt. The papers, sports pages, were always full of a headline, "Breathitt Wins Again," or "Breathitt Loses," (Laugh--Birdwhistell) or the--And--and Breathitt was a name that people knew in Kentucky. And--and the sports teams of--in Breathitt County and Breathitt County's teams were a great help to me, because they w- --they--they knew the name, the name Breathitt registered, particularly in Eastern Kentucky. It didn't register so much in my own--my part of 00:12:00the state, as it did in Eastern Kentucky.

BIRDWHISTELL: In--in today's campaigns, a candidate could be out at the state fair and--and people feel like they have the liberty to come up and say some really ugly things to a--to a candidate. What was your experience like, say in the '63 campaign? Were--were people respectful of you as a candidate?

BREATHITT: Well, Chandler started out not taking me seriously, saying, "Well, that nice young fellow, he's--he's not wet--he's still wet behind the ears and--" you know, "he--he can't handle this kind of job," (Laugh--Birdwhistell) just called me a nice young fellow. As the campaign got in--heated, he dropped (Laugh) those (Laughter).

BIRDWHISTELL: You weren't so nice anymore.

BREATHITT: But, no, because I was young, and unscarred, and people kind of--in politics kind of like an underdog. And--and, you know, they--a lot of people were thinking, "Well, he's a nice young guy trying to take on Governor Chandler. He can't win, but he's a nice young guy." 00:13:00You know, that sort of feeling, so they were nice to me. And I today, as I move around Kentucky active in the things I'm interested in, run into people said, "Why, I met you in a restaurant in--in Hyden," or "I met you in a restaurant." I run into more people--or 'I met you at the state fair," just citizens that I run into that are still living and--and particularly a lot of the young ones. Plus, I spoke in every high school in Kentucky, because Governor Chandler was for reducing or eliminating the sales tax, and they thought he would eliminate it, 'cause he had eliminated it when he was governor the first time. And the people opposed to the sales tax had hope that he would do it. If you carefully listened to him, he was going to reduce it and put on 00:14:00a lot of exemptions on food, clothing, and shelter, and medicine, and everything. But that scared the school people, because they felt that the sales tax under Combs had adequately funded the foundation program for education for the first time, and also higher education, and so they all came out for me. Every superintendent in the state was for me, except one or two just that had personal ties to Governor Chandler and they arranged for me to speak at convocations in the high schools. And I would speak at the convocations because for the first time a seventeen year old could vote in the primary if they would be eighteen in November--before the November election. And so I was reaching the seniors, and I was reaching the other students. And they would talk about it when they'd go home, and they'd talk about it in those rural communities, particularly was this important in rural Kentucky. And they--they didn't do that in Louisville or Lexington schools, but 00:15:00they did it--these rural superintendents did, 'cause they're much more political. And so that helped get--get me out.

BIRDWHISTELL: I was thinking, like, to be in the--

BREATHITT: Now in the fall, Governor Nunn had a lot of--of--of superintendents who were Republicans. They figured that they had gotten rid of their danger with Chandler. And a lot of the school superintendents were for Governor Nunn. And that were--particularly in the Fifth District and--and in--in--in those Republican counties in Western Kentucky. Quite often they were because you couldn't get elected if you didn't get the support of the Republican Party poli- --politicos in those rural counties. Governor Nunn was a--a formidable candidate. He was a terrific organizer. You see, he organized Eisenhower's two campaigns, he organized successfully Cooper's election 00:16:00in '52. He organized successfully Cooper and Morton in '56, and Eisenhower's--Eisenhower carried Kentucky big in '56.

BIRDWHISTELL: That's right.

BREATHITT: He--he narrowly lost to Stevenson in '52. But--but Cooper beat Underwood by a landslide. And--and he was able to not only elect Cooper--of course, Cooper could elect himself, but he provided the thing that Cooper was never a big organization man, it was personal, loyalty of the people of Kentucky, they just had such respect for Cooper, Democrats and Republicans. But he organized it. He got the party organization out to d- --to deliver votes, and he knew how to do that, and he had learned it as a county judge. And of course he had Lee Nunn who proved to be a--a master strategic p- --politician. 00:17:00I always a- --accused Lee of putting out all those handbills on me. I never could prove it and Lee, all he'd ever do was smile (Laugh-- Birdwhistell & Klotter).

BIRDWHISTELL: I think that says it all right there (Laugh). That's right.

BREATHITT: But of course Lee proved his great abilities as a political strategist, fund-raiser, and organizer at the national level.

KLOTTER: What was the role of television in that campaign?

BREATHITT: For the first time it was a major factor, for me in the primary. Now, Louie used it effectively in the fall, as I did. But in the primary Governor Chandler always wanted to have a long, personal sort of speech, and he couldn't speak to a t- --television camera. He had to have a live audience to respond to. The interaction of Governor Chandler with a live audience was --was a wonder to behold. And he would have people that just loved him, idolized him there, 00:18:00you know. They'd hold their children up to see the great leader, babies, you know, and--and it--particularly in these rural counties of Kentucky, and Bluegrass counties. He was strong in the Bluegrass, and beat me in most of these Bluegrass counties. But television--and I had a--an outstanding media group. I had a firm called Zimmer McClaskey-Lewis Advertising Agency, and Henry McClaskey really knew how to use television, and he s- --put a person in my headquarters from his firm, a fellow named Bill Beam(??), and we organized it. Now, we used it different, it wasn't one minute or thirty second sound bites, with--with--It was--we had telethons. We had three telethons where people would call in questions, like KET does. And--and they would sit there taking these questions and then we had a moderator that would 00:19:00hand me the questions. Of course, they--they--they carefully went through those questions, (Laugh) and then I'd sit there and answer 'em. And I would, you know, appear very informed and--and very responsive to the public on the telethon. Then we did some--did a "Man from Hopkinsville" half-hour documentary profile on who I was, had my school teachers and my preacher. My Scout master who talked about my winning the Eagle Scout award, the head of the American Legion talking about my military record, which was an advantage over Governor Chandler. And I never attacked him on it, but it--it just spoke that here was a young man who volunteered. I volunteered in the air force, wasn't drafted. And--and it was called "A Man from Hopkinsville." And I've got that. 00:20:00I'll--I'll get it for--

BIRDWHISTELL: That would be nice. I was gonna ask you--

BREATHITT: --for the oral history.

BIRDWHISTELL: Yeah, that would really be nice ----------(??)--

BREATHITT: I--

BIRDWHISTELL: --because that's a film copy--

BREATHITT: Then we had another one that was a negative one on Chandler, but I've destroyed those now that I'm a big Ben Chandler man (Laugh). You may have one, but it--

BIRDWHISTELL: Are those in your papers somewhere you think?

BREATHITT: That one?

BIRDWHISTELL: Umhmm.

BREATHITT: No, I don't think so. We pulled it. It--it got a--it got a lot of negative reaction. It was a negative thing. It was cleverly done, but it was negative. And Joe Leary, who--Chandler's chairman was smart enough to tell every station he was gonna sue and--you know, and the--the ones that--some of 'em didn't run it. Some--well, the second time. The first time, it was a--a sneak attack. It was called "The 00:21:00Chandler Years" and (Laugh--Birdwhistell)--and some of the people in my headquarters called all the Chandler headquarters to tell 'em to watch it (Laugh--Klotter). And they'd gather and watch it, and--and--but, it did a lot for my own forces' morale, that we finally outsmarted 'em one time, 'cause Chandler had always used the rug to beat Combs and--and he always would use things. But it was a--it was a--it was a--it also made a lot of people uncomfortable. In these days they would laugh about it with the--

BIRDWHISTELL: It would look pretty tame, I guess, huh(??)?

BREATHITT: Pr- --pretty tame by today's standards. But I was uncomfortable with it, and--but it did fire up my forces, who--and still at that time knew it was a tough uphill battle. And--but television very--helped me. And the last night, I went on in an 00:22:00appeal, just a direct appeal, with my wife and children. Chandler went on in his log cabin with some old cronies, (Laugh--Birdwhistell) and he was not good. It was not well done. And they were talking about '35 and what he did in his first term, and--and their reminiscence. It was a--it just didn't go over. And a lot of people, including the media, felt that that last night on that close a race, that--that television--and I was schooled by McClaskey and these people on how to do it, and I used makeup. And you know, they did all the techniques they do now. Chandler just went on, you know. He was comfortable in-- with--(Laugh--Birdwhistell) with some old cronies, all his age or older, sitting around in--in his cabin. And it--it--the contrast, I think, 00:23:00really helped. And a lot of the observers thought it did, but I used it constantly. Plus I ran some ads, some one minute ads, that were on points. They were very substantive. We nev- --the only negative thing that was ever used was that one thirty minute, "The Chandler Years," and--and we pulled it.

BIRDWHISTELL: How did you go about selecting a television consultant or media consultant?

BREATHITT: Well, Wilson Wyatt had used one in '62. He used Doe(??) Anderson. Combs had used Zimmer-McClaskey for his tourist development and that sort of stuff. Combs really didn't use it in '59 and didn't use it at all in '55. Tha- --I think there was a--an appearance by Barkley for him and one by Clements for him in '55. It wasn't carefully done. They didn't know--just an appearance endorsing 00:24:00him, over at the Louisville station. I think it was just over the Louisville station, probably the only one we had then.

BIRDWHISTELL: I was gonna ask you back--I sw- --where(??) the--the--the group you selected, were they based in Louisville?

BREATHITT: Oh, yes. There were a Louisville firm. I did use--now, Clements was a master on polling. Clements had been the chairman of the senatorial campaign committee and Clements had used Joseph Craft in all those great races that--in 1958 when he got a bunch of Democratic senators elected, in '58. And--and so Clements, in '59, in Combs' race used 'em. And they--they--they were big on polling. I mean, as good as the present polls, same techniques of polling. Polling had advanced very far in those days. And--and so I used Oliver Quayle who had 00:25:00previously worked with Craft, and Craft was Chandler's. Chandler was- -I mean, Clements was big for Chandler then, you know, because he was against Combs, and me as Combs' surrogate. And so the polling was very helpful, because we were able to--to hit the issues and see Chandler's vulnerabilities. Of course, he had it and so--and they ran against Combs, because they were picking Combs' vulnerabilities, and--and--and he hit that. And--but they didn't translate it into a--an effective television or radio campaign. I used a lot of radio. I used awful lot of radio spots, and we saturated the stations all over Kentucky with radio spots, particularly in the last two weeks of the campaign.

BIRDWHISTELL: Did--did the media campaign substantially increase the 00:26:00amount of money you needed to raise, or was it----------(??)--

BREATHITT: Oh, yes. But, of course, you know, the--the--Com- --We didn't have expensive direct mail. Media didn't cost as much. There weren't as many stations that you could go on.

BIRDWHISTELL: So money wasn't a problem for you.

BREATHITT: No. Well, when you're running as--as the candidate of an incumbent administration, you had two big fund-raisers, and all the-- all the state employees that felt vulnerable would buy tickets (Laugh-- Birdwhistell). And--and all the vendors would buy tickets to the fund- raisers. They weren't thousand dollar kinds of contributions. The people that gave major contributions in--in those days, as they do now, within the limits, were the architects, engineers, road contractors. They would give substantial contributions. Some would give to both 00:27:00sides, hedging. I didn't--but, they gave money. And--and then there was another source of income that has since been declared illegal, and that's from the insurance agents. The system that they had of a major policy, and then they'd parcel it out to little agencies around the state, which they've fortunately, from Kentucky's standpoint, gotten rid of that, 'cause now it's all out for bid and you get better prices than you could. 'Cause you'd have a general contract and a--and a general- -the--the firm--the insurance firm that ha- --had the general contract made a lot of money out of it, and that was just a standard practice in politics in Kentucky, which reform has eliminated. But you see, all of that--I didn't have to raise a nickel. I didn't have to ask a soul for a penny as the administration candidate. And that was a tremendous 00:28:00burden off of me. I j- --And I had a strong campaign chairman. All I did is get out and campaign, (Laugh--Birdwhistell) but for--for a year and a half. I started in May of '92 and campaigned for a year through the next primary, and then I campaigned that last six months.

KLOTTER: Who--who were your chief advisors to--on--on--during this whole time? Who were the people that were working very closely with you?

BREATHITT: Foster Ockerman was campaign chairman and he really ran it. He was no figurehead, every day, ten, twelve hours a day, six days a week. He--he was a big Methodist, son of a Methodist preacher. He'd always go home, load up his family, and haul 'em to the Methodist church on (Laugh) Sunday. He was big on that. But we'd have an afternoon meeting, strategy meeting, Combs principally. Every day 00:29:00in the headquarters Ed Prichard was a major advisor. Wells Lovett from down at Owensboro, who had been a big Waterfield/Chandler man, but a very close personal friend of mine. He had been the--the Waterfield chairman in--in Daviess County. And he helped pull a lot of the--far Western Kentucky. His grandfather had been the founder of--of--and first president of Murray State University, Rainey T. Wells. And Wells had a lot of Murray ties, a lot of Marshall county ties through the Lovett family, and very strong in Owensboro in that way. He was a--and still is, a prominent lawyer up there. Wells was in the headquarters. David Francis, as an outside consultant, sort of advisor, he was chairman of the Public Service Committee. He had been Wilson Wyatt's campaign chairman for governor. David Francis from Bowling Green was very active in--in the initial inner circle. 00:30:00Wendell Ford, Wendell Ford was an advisor, although--I--I had asked him to be my state campaign chairman. He said, "I'll be your chairman in Daviess County." He didn't want the--to assume the state role. And I--The right guy was--was--was Foster, because he was so disciplined, and such a workaholic, and he'd--he'd--he'd allowed--he mobilized the campaign and was excellent. And then on--the outside advisors were Combs' advisors, Louis Cox, the--the Frankfort--as--as "Prich" called 'em, the "buzz boys", buzz, buzz, buzz, 'cause they flew around in Bill May's(??) plane (Laughter). And that was Governor Lawrence Wetherby, Bill May, and Louis Cox, were--and--and I would meet from time to time 00:31:00with them and Combs. But they were not in my headquarters and they didn't devote the hours to it. Then I had another advisor, Clifford Smith, who had been a major supporter, but he wouldn't meet with the "buzz boys" 'cause they'd always been his adversaries locally (Laugh-- Birdwhistell). So Combs and I would have to meet with Clifford or--or- -or Foster Ockerman and I'd have to meet with Clifford. And Clifford and "Prich" weren't close. But Clifford was very helpful. He knew the Chandler organization in every county, and he knew the people that had fallen out with Chandler that we had a chance to get. And we picked up an awful lot of people. And of course, I also had the fellow that was--well, from Mayfield, who was chairman of the party and Chandler- appointed to the United States Senate. Well, I'll think of his name 00:32:00here in a minute.

BIRDWHISTELL: That's Lon Carter(??).

KLOTTER: Uh-uh.

BREATHITT: No.

KLOTTER: He's(??)----------(??)--

BREATHITT: No, no, no, no. He was--the Unites States Senate, appointed when--when Barkley died. Chandler appointed him and--

KLOTTER: Not Bob Humphrey(??)?

BREATHITT: Yeah.

BIRDWHISTELL: Humphrey?

BREATHITT: Yeah. Humphrey. Yeah, that's right.

BIRDWHISTELL: ----------(??)----------

BREATHITT: He had been Chandler's party chairman, but he also was a cousin of my wife's, from Mayfield, and that blood tie was so strong that he says, "I'm gonna support you." And I had named a daughter for his old sweetheart, Linda Key(??), who died in the flu in World War I, waiting on people. And I'd named a daughter for her, and--and Bob Humphreys, who personified Chandler's whole career, supported me. Now, he was not in on meetings. He--he was kind of past his 00:33:00prime, but he would show up at things and sit on the platform with me, and--and--and it really helped. Plus I got Willie Foster, who had been the main guy in western--far west, down in the Purchase, for Chandler and Waterfield, and--and he had been a big man for Wetherby, too. And Willie Foster had a powerful organization in--in several of those counties, mainly in Graves. And Willie, because my wife was from Mayfield, gave him an excuse to be for me, and--and so he was with- -with me. And so I had made a lot of inroads into some of the major Chandler people, and that really helped me.

KLOTTER: What--what was Waterfield's role in l- --in the campaign?

BREATHITT: Oh well, of course, Waterfield in the fall was very helpful. I called him up right after the primary and I said, "I would like 00:34:00to come down and see you at your home." And I got a little 172 at Hopkinsville--I was just resting up from the campaign, and I felt it was my place to call on him. He'd been speaker of the house, and a lieutenant governor, and candidate, and--and I had supported him as a student for the governorship in 1947 against Clements. Of course, it didn't amount to anything. Ev- --most of my family's friends in Christian County were for him because we w- --down in the First District, you know, the--most of the Broadbents, all--Mr. Clarence Broadbent was for Clements. That's the only time the Broadbent family was ever split, but most of the peop- --my fam- --Judge R.D.(??) Smith and people like that, county attorney, W.E. Roger(??), all were for Waterfield, and so I was for Waterfield. And would talk for him over 00:35:00at the law school when I was there (Laugh). But, you know, nobody knew I was for Waterfield. I voted for him. (Laugh) And--and--

BIRDWHISTELL: You brought him tons of votes (Laugh)?

BREATHITT: Well, yeah (Laugh). I brought him one. (Laughter) My daddy was a Republican. He (Laugh) couldn't vote for----------(??) (Laughter), and wouldn't have voted for him. And--but Waterfield--I went down there, flew down there, and they met me at the airport. I flew down in a little 172, Cessna 172, with a pilot from Hopkinsville. And Mrs. Waterfield had fixed a great, big country Western Kentucky lunch, and I remember the corn pudding was the best I ever ate in my life. We had fried chicken, and country ham, and corn pudding, and hot biscuits.

BIRDWHISTELL: Oh boy--

BREATHITT: It's the best--oh boy, (Laugh--Birdwhistell) was it good. And--But they had the whole family there, for lunch. And--and I said, 00:36:00"Governor, I want us to run together as a team, the Breathitt-Waterfield ticket." The billboards--we used billboards big still in those days and the--the cards. "We'll finance your campaign. You won't have to finance it. If you have any personal debt, I'll help you pay it off from the campaign--" he didn't, because the Chandler campaign--And I mentioned the fact that I'd supported him. He didn't know whether I'd supported him or not, you know. I mean, the--I was insignificant factor in the race, '47, but I did, and he knew the people that I was friendly with at--at the home, that I took my lead from politically, and then he asked a lot of questions. He says, "There are some people 00:37:00that are very close to me that I w- --I want to give jobs to," and he'd name them. And I said, "Okay." He says, "They've supported me loyally through the years, and they're good people. And now, they'll be loyal to me." I said, "I understand that." And--and then I sa- --then I made a proposal, I said--He said, "What role do you see for me in--in your administration?" And I said, "Governor Wyatt had a major role with Combs, and that was economic development, and I will name you as the chairman of the Economic Development Commission, and that will be your area to take--do just what Governor Wyatt did." So he saw then that he--he would be nothing--more than just a figurehead. Plus the other thing is, he asked about "Cap" Gardner, who was the majority leader. And he says, "Will you support 'Cap' Gardner for majority leader?" And I said, "If he will support me on getting my budget through and--and- 00:38:00-and any administration bills." And I said, "Well, go over those before the session, as to what we will consider administration bills and that are important." And as it resolved, the only thing that we agreed on (Laugh) was the budget. Now, he delayed the passing of the budget and allowed a lot of debate, but he always said, "We'll pass your budget. Now, there may be a f- --few amendments to it." But I then, when we had our pre-legislative confer- --well, during the campaign, he was dead loyal in the campaign, and I think that had an awful lot to do in that very narrow race with pulling the party together. I remember we went to a--an outdoor drama in the amphitheater down at--at Kentucky Lake. It was about the Land Between the Lakes and the founding in 00:39:00Western Kentucky, and it was one of those typical outdoor dramas that we had at that time. And Frances-- my wife, Frances, and I, and w- --Harry Lee, and Laura, walked down the aisle after everybody was seated to sit and then everybody applauded, 'cause here there were two Western Kentucky guys from the first Congressional district had merged, and that really helped. And we campaigned together. And--and then young Harry Lee went with me a lot, a very attractive young man, and I campaigned a lot with him. And--and we really developed a pretty good relationship all during that campaign, and--and it continued early on into--in the administration. But his friends and my friends wouldn't 00:40:00let us stay close together. My friends were Combs' friends and they didn't want me cosying up too close to Harry Lee, they wanted me to be for Combs to run--to succeed me. And his friends--his friends didn't want to have him obligated to all our bunch for influence, and power, and jobs in the next administration. And they figured that--that two terms of Breathitt and Combs, w- --we'd wear ourselves out, as has been history in Kentucky, after the Clements-Waterfield--I mean, Clements- Wetherby time. It just was sort of a political feeling in those days when it was still a feeling that the only two parties were in the Democratic Party. Although we didn't realize it, but Louie's very close race resurrected the Republican party on the state level. He 00:41:00had already got--He had been the leader on the national level, with two outstanding candidates, particularly Cooper, but he also pulled Morton through. He wouldn't abandon Morton in that race. But Waterfield was really pulled. And Joe Leary, I ran into him one time, he says, "Your friends and Harry Lee's friends won't let you all stay together, mark my words." And he was (Laugh) right. And the issue was then over who was gonna run the Department of Economic Development. I had named Katherine Peden, who had been my debating partner in high school. She had been my chairwoman in the campaign, wore out an automobile running around--In those days the women ran their own campaign, and they'd have teas, and coffees, and luncheons. And my wife went with her, and they raffled off hats. Katherine Peden was big on that. And everyo- --lu- --luncheon they'd have a raffle for the campaign, and raffle 'em off 00:42:00to pay for the lunch. And--and--But Katie was a strong lady and she was gonna run that Department of--she had been a radio executive and had headed the Kentucky fe- --Federation of Business and Professional Women, state and fe- --national, and international. She wasn't about to--and Waterfield was gonna run it, you know. So I ran into that conflict. So we then got into a question--Waterfield was gonna hire a bunch of people and she says, "No, you're not gonna hire these people. They're my appointments, I'm gonna hire 'em." And it came up before the--the Economic Development Commission. Well, they started lining the votes up, and I had to make a choice. They forced my hand, which 00:43:00I did not want. And I--and I--I saw we were gonna have a terrible battle. The first meeting was a big battle, of the commission. And I remember "Sonny" Whitney was on there. He had been on it under Wyatt, and--and, you know, he didn't like those kind of fights, and so he just resigned. He wasn't gonna get in on that, Democratic politics, because even though he was a nominal Democrat, he--he--he didn't want to be involved in that. (Laugh)

[End of Tape #1, Side #1]

[Begin Tape #1, Side #2]

BREATHITT: I think--Does this go on two sides?

BIRDWHISTELL: Yeah.

BREATHITT: Yeah. Okay. So I sent a letter to Waterfield firing him from chairman of the--

BIRDWHISTELL: Oh.

BREATHITT: --commission (Laugh--Birdwhistell). So it was war from then 00:44:00on. I--It was a thing that I had--had a side, and I was gonna wind up with no side (Laugh--Birdwhistell & Klotter). I'd lose my side, and Waterfield would in- --would build his side. So I had to do it and cut it clo- --clean. Plus I'd lose the person that I'd been allied with since high school on the debating team, "Katy" Peden. She would have resigned and attacked me. (Laugh--Birdwhistell) And so I did it, and that was a--and that meant I had a battle in the legislature then from then on. The deal on the legislature was off. And "Cap" Gardner then lined up with Waterfield, so I had the chair and the majority leader against me, and all the Republicans, and all the Chandler supporters in the Senate, and it broke even. It was--And Waterfield was the deciding vote. And I was into it for a real tough time in the senate. And I had a five vote margin in the house. People didn't realize how 00:45:00daggone close that house was, between the Chandler supporters and the Republicans in the house, my side only had a five vote margin in the house. Now, it was enough to win, but we had battles in the house.

BIRDWHISTELL: So are you giving Governor Patton advice on how to handle that? (Laugh--Klotter)

BREATHITT: Well, the only rea- --way I passed my budget, we waited 'til Governor Waterfield had to go to the restroom. I said, "Some time he's gonna have to go." (Laugh--Klotter) And--and Jim Lehrer, president pro- tem, took the chair and ran it right through. (Laughter) We counted it very carefully. We knew where the votes were, and the minute they were out of the chamber, bingo, and Waterfield left, he took it on, and we had--we--we passed the budget. (Laugh--Klotter) And--but it was a--

BIRDWHISTELL: A restroom budget ----------(??). (Laugh)

BREATHITT: Yeah, that's right, but it was very difficult for me to get 00:46:00legislation, in my first term, through the senate or the house. So I-- I--we were not able to get a civil rights bill passed, 'cause Waterfield and "Cap" kept it bottled up. They would not take a position against it, they just kept it bottled up. And--and--and then I had a--a lot of my friends, from some of these confederate counties of Kentucky, that--that--particularly in Western Kentucky, that--that were catching a lot of flak at home, and they just weren't--wouldn't move it. They just wouldn't move it in the first session.

BIRDWHISTELL: And your reputation was at stake here. This place had---- ------(??)--

BREATHITT: Well, it was--was I--well, my reputation was at stake of-- because see, I had--had rescinded the executive order.

BIRDWHISTELL: Right.

BREATHITT: So all of the civil rights people and liberals says--says, "Breathitt is not really for us," I mean, "He's not delivering."

00:47:00

BIRDWHISTELL: That's right.

BREATHITT: I had to deliver. Plus--now, I was able to go--at the national level. Johnson had asked me to co-sponsor that first--in 1964, the governor's conference, a--a governor's conference resolution supporting the federal act. And--and I- --and I got Mark Hatfield to m- --to co-sponsor it with him. 'Course he's from a state where that's great for him. And as a Republican, he--he--he was a Lincoln civil rights moderate r- --Rockefeller Republican at heave(??) for him. And--and we passed that, so that got the Courier. And I explained the facts, and their reporters knew what the facts were. But Frank Stanley and The Louisville Defender and a lot of those people felt that--that I had--now, I cooperated with 'em on a--on the march on Frankfort, 00:48:00I invited Dr. King and Jackie Robinson and--and all those people in my office, and we talked to 'em, and I told 'em that we were gonna support the legislation. And I showed 'em the legislation. I've got a picture of that, of King, showing 'em that, and Jackie Robinson in my office, and Peter, Paul, and Mary were there. My daughter helped lead the parade and most of my cabinet (Laugh--Birdwhistell) were in the parade. And I--so I cooperated with 'em thoroughly. And I worked with Bobby Kennedy and Bert Goodwin(??) and John Douglas, who were assistant attorney generals on civil rights division in the drafting of our bill, which didn't pass. But--But still my credibility was on the line. A lot of people said, "That's window dressing. The only thing that matters is passing the bill."

00:49:00

BIRDWHISTELL: And it went--and it went beyond that, just whether Governor Breathitt can run the place.

BREATHITT: Oh, yes.

BIRDWHISTELL: I think that's--

BREATHITT: Oh, yeah.

BIRDWHISTELL: ------------(??)----------

BREATHITT: And Governor Chandler says, "Why, he's just let them take over," (Laugh--Birdwhistell) and said, "He's let those people c- --come right in the governor's office and just take over," you know. And he was cutting me to ribbons all over the state about not standing up to the march. Not that he was against the civil rights thing, he just thi- --would say I'm not a strong governor, and weak, and can't pass the bill, and I'm letting them take over the march and take over the capitol. He--he says--and he was cutting me up pretty good on that. And you know, he was very vocal. And--so I saw that I had to regain control of the legislature, so I got in every legislative race big time, what Patton did, but I was successful. And we elected a strong 00:50:00majority in the house and a strong majority in the senate. I got Harr- --I got "Dee" Huddleston to run; I got Wendell Ford to run; I got J. D. Buckman, who'd been attorney general, to run; I got Wetherby to run for the senate. I got Floyd Hayes Ellis to run down at Bowling Green, who was the head of the chamber and a very strong guy. And I got some people that could win and were strong. Well then, you know, we named Wetherby as--as a--now, I've forgotten what--we named him to some position of responsibility, committee chair. And Floyd Hayes Ellis had the chair that dealt with civil rights, and he chaired the joint hearing on it--on the strip mine bill. And--and Wetherby, of course, had been a big strip mine control guy. And "Dee" Huddleston was strong that way. And I took control. The--that next session we did away 00:51:00with the committee on committees with Waterfield on it. He was off of it (Laugh--Birdwhistell). And--and we named the committee chairs, and organized it, and named J. D. Buckman as the--as the majority leader. And so th- --and then I had a lot of other people like Shelby Kincaid who had been mayor of Lexington and was--had been Wyatt's state campaign chairman for the Senate. And we had--had a real strong group. So I got my--I had no problem getting my program through.

BIRDWHISTELL: Did you funnel money into those campaigns or did you--

BREATHITT: Oh, yes. We raised money. We--we gave 'em assistance, if they had a challenge from--or--through the Democratic Party. Foster Ockerman was chairman of the Democratic party. June Taylor, who'd been big time in my headquarters, went over there with him, and--and then we 00:52:00had people like Gerald Miller that was helping us. He helped get Ford elected. Now, Ford had to run against "Cap" Gardner, and that was a tough, tough race. My wife, Frances, went out and made twelve speeches for him, at group--all over that county. And Ford almost lost it. (Laugh--Birdwhistell) I mean, he won by maybe three or four hundred votes, something like that.

BIRDWHISTELL: Were--were you starting to wonder--you know, you beat--you beat Chan- --Well, you--you beat out a group wanting to run against Chandler, that's--that's one hurdle, and you--and you--you finessed that, and that's no easy thing. You told us about that last time,--

BREATHITT: Yeah.

BIRDWHISTELL: --which was fascinating.

BREATHITT: Yeah.

BIRDWHISTELL: You take on Chandler, which seems impossible. You beat him. And th- --by any other year you'd be in like--you know, in--in--

BREATHITT: Easy.

BIRDWHISTELL: --easy. You turn around, you've got Louie Nunn staring you in the face, you've got the race issue, the race card being played against you. And then you finally get elected and then you have this- -this problem, so you have to involve yourself in legislative races just to get--in your second--in your second legislative session, to get your 00:53:00first(??)--

BREATHITT: I would not have had a program. (Laugh--Birdwhistell) I would have been a failure as governor. All I'd have been doing was working on economic deve- --development with "Katie" Peden and--and then we didn't have any money for capital improvements, so we had to pass a bond issue that same election.

BIRDWHISTELL: And that becomes huge.

BREATHITT: And that was a 176 million dollar bond issue, and that gave me my capital program for the universities and--and state institutions, and some for roads, and that gave me the capital money I needed. See, I had made a pledge of no new taxes. I saved the sales tax, but I--I had--but it--it wasn't producing enough, and I saw I'd have no capitol program. So we had to pass a bond issue. We built a lot of roads, 00:54:00toll roads, continued the toll road program that Wetherby and Combs had going. Of course, Chandler put a stop to it and ran against it. And--

BIRDWHISTELL: But the '65 election is a real turning point.

BREATHITT: Well, it--it meant difference between successful or failure in my administration.

BIRDWHISTELL: But I think--don't (??)--

BREATHITT: But--

BIRDWHISTELL: I'm sorry.

BREATHITT: Yeah. The '65 election--If I had lost the bond issue, if I had lost those legislative races,--

BIRDWHISTELL: Then your--

BREATHITT: --I would--my hands were tied.

BIRDWHISTELL: Did you think, going into that '65 election, you think- -did you--were you thinking, "Why me? What did I do to deserve this?" (Laugh--Klotter) I mean, "Why can't I get a break like all these other guys got?"

BREATHITT: No. No. I--I was realistic about it (Laugh--Birdwhistell). I was realistic about it, because I'd been active in politics for twenty years. I wasn't a--a (Laugh--Birdwhistell) guy that made a lot of money in business that suddenly bought the governorship.

BIRDWHISTELL: Right. And wondered--

BREATHITT: I--

BIRDWHISTELL: --why things didn't work right (Laugh).

BREATHITT: Yeah, and wondered why things didn't work right. I knew how it worked. I'd been in the legislature and I'd been in the minority. I'd been a part of the rebels--

KLOTTER: That's right.

BREATHITT: --against Chandler in legislature. So, I understood what I 00:55:00was faced with, and--and I just knew I had to pull up my socks and get it done. And--and Foster, as party chairman, helped us very much with that bond issue vote. But a bond issue is not that hard when you're giving people things.

KLOTTER: Right. Right. (Laugh--Birdwhistell)

BREATHITT: Now, the next year I--I--I thought I was great on going to the public (Laugh--Klotter)--

BIRDWHISTELL: ----------(??)

BREATHITT: --with a constitution and I got clobbered. (Laughter)

BIRDWHISTELL: ----------(??) Yeah. Yeah, that's a whole different thing--

BREATHITT: But I ran out of steam. (Laugh--Birdwhistell) I--the civil rights bill, there was a lot of reaction against it. And the strip mine bill alienated the coal industry, and--and they were against me. They wanted Governor Nunn. He was running hard and they wanted him, because he allied with the coal industry and he was their--their man. And so by the time--and then the Farm Bureau --those farmers 00:56:00weren't red hot on the--on the civil rights bill, either, and (Laugh--Birdwhistell)--and they were against the--the change in the constitution. And they liked electing the commissioner of agriculture (Laugh--Birdwhistell) and they liked--a naturally conservative group.

BIRDWHISTELL: That's right(??).

BREATHITT: And they felt that the constitution had gone way too far, and of course it was a--the one that we had with that assembly was a model constitution, but it was--and a lot of it has now been incorporated into the constitution by amendment. But it was way too much for the people of Kentucky to swallow. Then I had all these other groups against me, and they had a chance to take a shot at me, and help Louie the next go round. And they did, and unloaded (Laughter). And that was a reality election for me. 'Course we knew it was coming. I mean, 'cause--

BIRDWHISTELL: ----------(??)----------

BREATHITT: --we had polls and we saw that it--we were getting in deep 00:57:00trouble. And--and then one of our major guys, Marlow Cook, switched to the other side 'cause he had political ambitions, and he saw I was going down, he wasn't going down with me. And he switched to the other side. And--'cause he was gonna run again- --for governor against Louie, and- -and had major ambitions, and he had a strong base in Louisville. They- -they loved him in Louisville, and--and Cowger. Of course, Cowger never did take a position. Both were liberal Republicans and both were very d- --very strong, but there was a--the party--the Republican Party split between the Cook-Cowger crowd and Louie's crowd, and Louie had the traditional, more conservative part of the Republican Party--

BIRDWHISTELL: And so(??)--

BREATHITT: --and the organization--state-wide organization.

BIRDWHISTELL: And so the Louie Nunn shadow hanging over your administration was greater than--and--I mean, you don't see that in a lot of Democratic Administrations, where you have this Republican sort 00:58:00of hovering.

BREATHITT: No. Ja- --Combs had the Chandler shadow.

BIRDWHISTELL: That's right.

BREATHITT: See, he had a headquarters downtown right after Combs' inauguration, opened up. "A.B.C. in '63." There were signs being held (Laugh--Birdwhistell & Klotter) up at Combs' inauguration. There was a guy up and climbed a tree with a great big sign (Laughter--Birdwhistell & Klotter) and was waving it and hollering and (Laugh) "A.B.C. in '63." "Happy, we'll get you back." (Laughter) That was going on. And--So Combs had that. And--but I had the Nunn thing. And he was going around at all the Lincoln Day dinners, and all over the state. And he come so close against me that then they thought--and then the only hope I felt I had was to get Combs to run. And I had him agreed, but then he backed out. He and--and his wife agreed to make the effort 00:59:00together. He and his wife were separated by that time. But he knew he couldn't run that way in Kentucky. And--and so he and Mabel came over to the mansion, I got 'em over to the mansion, and he agreed to run, and Mabel--he said, "Mabe, how about it?" Says, "You know, it's a tough deal. And you'll have to put up with me." And she said, "Okay," but then he called back and says, "It's not gonna work." Well, that left me hanging without a candidate, 'cause Ward's folks, the Courier were for him and all the Ward supporters, the good government type loved his no-nonsense kind of stuff. And a lot of the press was for him. He was strong with the Kentucky Press Association, because he'd been a big part of it, and they liked an honest, forthright, always-respond-to- them sort of guy. I was worried very much about him, and Combs was very m- --much worried, and so we tried Jim Gordon, later federal judge, 01:00:00who had been Chandler's chairman--one--speaker's chairman and one of my speaker's chairman, been chairman of the Public Service Commission, and then he'd been one of Wyatt's chairmen for the senate. And Jim thought about it. Louis Cox had been great supporter of Jim Gordon, put his name forward. And--and Jim was a great speaker, and--but he said, no. He didn't have the--the stomach for the campaign, or for whatever reasons, he says no. And then it got back down to a--the Ward crowd. And Combs said, "Why don't you go for Matthews?" And I says--who was attorney general, the same sort of an idea [Microphone 01:01:00Interference]----------(??) an unscarred, new guy, like he did with me. And then I thought about--see, Ford was playing with it, and I said to myself, and I tried it out on Combs and two others, get a Matthews-Ford ticket, Matthews for governor, Ford for lieutenant governor. And I felt that that would be a very strong ticket. And I think now that if I'd gone on independently and bucked the Courier, and bucked the press, and bucked people like Broadbent who were strong for Ward, that in the final analysis they would have come around.

BIRDWHISTELL: Would have been tough though, wouldn't it?

BREATHITT: Yeah, I know. I know. But--but then Barry Bingham and Mary Bingham came to see me in the governor's mansion. I don't think they ever did that in their life.

BIRDWHISTELL: They always sent John Ed Pearce before(??).

01:02:00

BREATHITT: Yeah. (Laugh--Birdwhistell) Or--or before that when old Judge Barry Bingham would send Percy Haley. (Laugh--Birdwhistell) And--

BIRDWHISTELL: ----------(??) personally(??).

BREATHITT: But they came to see me, and says, "For the good of Kentucky we can't have Nunn."

BIRDWHISTELL: Ooo.

BREATHITT: And--and because of the--he had played the race card, and they thought that he would be a reactionary. I think history proved differently.

KLOTTER: Right.

BREATHITT: And--well, it did prove dif- --di- --differently as far as I'm concerned. But--

BIRDWHISTELL: But then you didn't have any way of knowing that.

BREATHITT: I didn't know that. And--and--But they said, "There is no choice, but Henry Ward. And if you will back him all out, we will back him all out with the paper." I--I don't think before or after--Now, way back in Marcie(??), Henry Watterson, or Judge Bingham's days, or those 01:03:00days, they played that kind of politics. But Barry always--you knew about where he'd be, but he would never have a quid pro quo.

BIRDWHISTELL: No.

KLOTTER: No.

BIRDWHISTELL: To me that's the first time(??)----------(??)--

BREATHITT: And--but they were so afraid that I was gonna go with somebody not of Henry Ward's stature, and they felt that he would be an outstanding governor. And I--I think he would have been. He would have made everybody mad, but he'd been an outstanding governor (Laughter--Birdwhistell). And--but I then said, "Well, I can't take them on." Our side, my administration,--I could--without their help, I could have never passed both the civil rights and the strip mine bill, because they built the climate of support for strip mine control, and they were a strong voice to get rid of the--the incubus of the--of segregation in Kentucky, always. So I had to make the choice, and I made the choice to go with Ward. And--and then we wanted Ward not to 01:04:00run his own campaign, so we said to him, 'Name Foster Ockerman as your chairman." Well, the trouble is, Ward did run his own campaign. And he's such a strong person, he ran his own campaign, and that's always a mistake for a candidate. And--And then he gathered around him his own disciples in the headquarters, that were his very close, wonderful friends, great friends of mine, like Bob Bell, an--and Ed Farris, and people like that, in the headquarters, and--and when Ward said, "This is what we're gonna do," you know, they helped implement it. And it was very difficult for Foster, because Foster ran the show. He told me what to do, logistically. The philosophy part of it was more Combs 01:05:00and 'Prich," 'cause Foster was really more conservative and orthodox on a lot of philosophy than m- --me and "Prich." And of course, once they'd gotten him nominated, then the Courier backed off and got their arm's length. They thought I's in good shape. They didn't see the danger--as much danger in the civil rights thing until the reporters started reporting back to 'em that I was in deep trouble. But I--I was then--Ward didn't want me out front. He thought I was so cut up over civil rights, he was afraid of it. He was from down in the Purchase and--although he was for what I did, it was not a burning philosophical sort of thing. And he knew I--I was damaged over that and that Nunn 01:06:00would--he didn't want Nunn making a big issue, so he wanted me in the background. He wanted me to go back and run the government. And a lot of my friends then got upset about that, said, "Why aren't you out on the stump? Let's get back. Ward is--he can't fire up a crowd." And that's the classic problem of--that--that--that Terry McBrayer had with Carroll. Do you embrace the candidate--I mean, the governor, an- --for what--the good and the negatives that he brings you, or do you try to run an independent campaign. The trouble is, everybody knows you're not independent, he knew he wouldn't be the nominee.

KLOTTER: Yeah, ----------(??) was gonna put(??) ----------(??)--

BREATHITT: Or --If I--if I hadn't been for him. And he was glad to have me in the primary, when we were running against both Waterfield and Chandler. (Laugh--Birdwhistell) And--but I--I recognized that he 01:07:00had a lot of--lot of validity to his position, but he could never come out as independent of me. Now, I was on a vacation right after the legislative session. He called my cabinet together while I was out of the state and--and talked to them about getting them to be for me in the cabinet room. (Laugh--Birdwhistell & Klotter) I almost fired him. If I'd have fired him over that, I'd have had a reason. I didn't.

BIRDWHISTELL: What'd you tell him?

BREATHITT: What?

BIRDWHISTELL: What did you tell him?

BREATHITT: Oh, I said, "Now listen, if you do that again, I'll have another candidate, I'll tell you that right now." And I said, "And I'll fire you." And I had just fired the commissioner of corrections. He just was impossible to deal with. He--and I (Laugh) fired him. And 01:08:00Ward says, "I think you mean it." And I said, (Laugh--Birdwhistell & Klotter) "Yeah, I do." And so I never did have any trouble again, but that--he was trying to separate himself from me, establish his own identity. But he had no base other than the--the Kentucky Press Association and--and the people in government that had great admiration for his integrity, and his hard work, and ability. He did a great job building park system. He did a great job on the highway department. He didn't have any scandals in the highway department. He--he--he-- he--he ran a tight ship, and I was glad to have him over there, 'cause I didn't want any either.

BIRDWHISTELL: But when he ran in '67, to people that weren't on the inside of all the Kentucky politics who were just--you know, the--the voters out there, the--the changing type of voter with TV, and--not the 01:09:00county rallies and things like that, Henry Ward looked like old news.

BREATHITT: Oh, yeah. And as (Laugh--Birdwhistell) Happy--Happy was down in a county--Louie Nunn told this story, now that Louie and I get along. He was telling the story, they were--appeared in a courthouse, I think it was Adair County, and right behind the judge's bench were two huge pictures. They did this, of the candidates, one of Louie Nunn, and Louie looked handsome, you know, and--and there was Henry Ward scowling--

BIRDWHISTELL: (Laugh) Scowling(??).

BREATHITT: --and a pock-marked faced. You know, he had a pock marked face. And Happy was down there campaigning for Louie. And he bragged on Louie, and talked about what a great county judge he was, and how close he was to John Sherman Cooper, that 'sainted" Kentuckian, and--and Eisenhower, who should have been elected. You know, he never liked Stevenson. I mean, Stevenson was an egg-head as far as Happy (Laugh--Birdwhistell) was concerned, plus he wouldn't pay any attention to Happy. And (Laugh--Birdwhistell & Klotter)--and--but he said, "Now 01:10:00look at that picture of that fellow. Louie Nunn is a distinguished Kentuckian. He looks like a governor. Look at that other fellow." (Laugh--Klotter) "He doesn't look like a governor. He got a face like a late summer pumpkin." (Laugh)

BIRDWHISTELL: Ooo.

BREATHITT: (Laughter) And everybody just roarin' and laugh. And he did that at courthouses and--and he made fun of--of Henry Ward. And--

BIRDWHISTELL: That's tough.

BREATHITT: But I stayed with Henry. Right at the end, the polls showed Henry getting in trouble, and I was on the governor's conference. And we were on a boat, the U.S.S. Constitution. It--we had all our meetings going down to the Virgin Islands, which the governor was the host down there. But of course that wasn't a very good thing for me to be doing in a campaign, going on a governor's conference on a ship to the Caribbean. And Foster called me on marine radio. He says, "You get on back here. Thi- --this campaign's in trouble." I said, 01:11:00"Well Foster, I thought you told me I was supposed to be running the government, and that you'd run the campaign." (Laugh--Klotter) He said, "He won't let me run the campaign and he's in trouble. You've got to get back here and go to work." Well that was, oh, a couple of weeks before the election. And you know, it was--the tide had turned. And- -and Clements was--Clements was trying to help Ward, 'cause he liked Ward. He had come back, at that time, but Clements had mixed emotions about th- --abou- --about our side being back in. He was still bitter. And the 'Courier-Journal"--and he knew that Ward was so close to the Binghams. But Clements did not bolt, but he was not as much of a force, even though Ward and Clements were--had been personally close. And when--when Clements lost this--I mean, when--when Combs lost in 01:12:00'55, Ward went up and was in his office, as his chief administration assistant in the senate. And--but he was not a--a major factor in that campaign, Clements wasn't, as he could have been, as he had been in Combs' campaign.

KLOTTER: What would Ward have needed to do to win that race? Could he have won it?

BREATHITT: He could have maybe gotten a ver- --well number one, let Foster run the campaign, 'Course this is self-serving. I think, gotten the administration into it, 'cause Louie got all of our negatives. I mean, he saddled the--the racial thing on Ward for being too close to me and the Binghams. He made him close to me. He got all the negatives that I had, which were plenty. And of course Ward--the coal industry wasn't gonna be for him, he'd been commissioner of conservation, implemented the first strip mine bill when Wetherby 01:13:00was governor, helped lobby it through. They'd fought him on the floor of the house and the senate, and--and they knew he was tough and committed, and they knew that he was gonna be tough to deal with. And Louie had taken a position, this is a vital industry, and we're gonna--we're gonna let you mine the coal. We're not gonna regulate you to death, we don't think government ought to regulate a vital industry to our state, and you need to mine every bit of it and sell every bit of it you can. And so they were really for him, and mad at me, and distrustful of Ward. So, I don't think he could have gotten them. He couldn't get the civil rights crowd, although Ward would never have made that a big issue. He still intellectually knew that was the right side, but it was not a--an emotional--a philosophical sort of thing. I think let Foster run it, go on and take the lumps where were already had, and--and had the administration really mobilized. He tried to 01:14:00run a race outside the administration, independent, and up 'til that time the administration could deliver 25 to 30,000 votes all out. Now a lot of the employees felt that their only ch- --chance for a job was under Ward. He had the highway department employees working for him, and he had some of the others. Jack Matlick's people in natural resources knew that (Laugh) they would be a--a not very meaningful group, and they worked for him. But there wasn't that kind of a burning enthusiasm that--that administration people had had in other campaigns. And the same thing happened with--with Terry McBrayer when he ran for governor. He felt that the Carroll administration was an anchor, and--and Julian was a powerful speaker, had done an awful lot 01:15:00of favors, had a lot of money. And I think he'd have been better off doing that with--with them, but I think they're the only things to do. Who--who knows whether that would have been enough? Louie Nunn is an effective candidate, terrific organization.

BIRDWHISTELL: He would have ----------(??)--

BREATHITT: He had--he had Governor Chandler speaking with him on the platform. And Chandler, you know, and Nunn--Nunn's attractive speaker. And--and he doesn't do well for the League of Women Voters or an effete liberal crowd (Laugh--Birdwhistell) of university professors (Laugh), but boy at a courthouse or--and they still were using some courthouse rallies in those days. He and Chandler did courthouse rallies all over the state, particularly in the Fifth District, and-- and in Central Kentucky, and South Central Kentucky.

BIRDWHISTELL: One of the--one of the intriguing things to me though is the issue about Combs not running and--and I guess, you know, if Combs' 01:16:00marriage had--had been--

BREATHITT: Solid.

BIRDWHISTELL: --solid,--

BREATHITT: He would have run.

BIRDWHISTELL: --he would have run, but--

BREATHITT: Yeah.

BIRDWHISTELL: --it hadn't been solid for a while, had it?

BREATHITT: Oh, no. He--he and Mabel had been separated really since he left the governor's mansion. They--

BIRDWHISTELL: ----------(??)--

BREATHITT: --tried it for a little while.

BIRDWHISTELL: And during the governor's period, it was a ----------(??)--

BREATHITT: Well, it was not really solid, but, you know, it was a--they--they were together, and she did her official functions, but he relied a lot on Lois to do things. And Mabel says, "I've got to look after Tommy." Tommy lived in the governor's mansion with 'em. And--and--but Mabel--the people of Kentucky liked Mabel. They liked sort of a traditional, not flashy, sort of a woman from a good mountain 01:17:00family. And the Halls were a great big family up there. And she was plain, but--but rural Kentucky liked her. They didn't like his second wife because she was a Louisvillian, even though she was from Mas- --Mason County. She was different type, and she tried to take a--a very prominent role, sort of the Hilary Clinton sort of a situation, and it didn't go well with Kentuckians in that day. Whereas "Momma" was always very plus--big plus for Happy, and she'd make fun of him, you know. (Laugh) And kid him, you know, and--She was a big plus, and Helen Wetherby was a big plus, Sarah Co- --Clements was a big plus. My wife, I thought, was a big plus, because they fit a more traditional image of what Kentuckians wanted their first lady to be.

01:18:00

BIRDWHISTELL: But--but in '67 the Combses couldn't even give the appearance of--of--

BREATHITT: No.

BIRDWHISTELL: --couldn't keep up the attempt(??).

BREATHITT: The--the truth about the matter was, they knew that Louie would ex- --

BIRDWHISTELL: Umhmm. See, that's what I'm--

BREATHITT: I mean, you couldn't--

BIRDWHISTELL: --that's what ----------(??)--

BREATHITT: --you couldn't keep up the appearance.

BIRDWHISTELL: Well--

BREATHITT: So--so Combs then, although he wanted to be governor again, and I wanted him to be governor again 'cause I thought he was a good governor, an outstanding governor, Combs then had to resolve that with a divorce and a remarriage. And then he took on--but that didn't work; that hurt him. And here's Wendell with a traditional type wife, mother, wife, doesn't want to make speeches, doesn't want to have big programs in her own name, and they liked Jean. She was a motherly, grandmotherly-looking figure. And so Wendell had that, and Combs had 01:19:00a--an attractive, beautiful, well-dressed lady, but wanted to be in the center of everything. I was never in a campaign strategy session in Combs' race in '71, ever, because Helen strongly objected. See I was a--there--there was in '70, getting ready for '71 there were three names; me, Combs, and Ford. A poll was taken--I--I had it taken, which showed us in a dead heat. Combs asked me on the basis of everything he had done never to release that poll, and said, "I'll run for governor, 01:20:00and you run for the Senate, and I'll back you." I'd passed up the Senate in '68, and--and Helen never would recognize that I still had political currency in the state. The public-- by that time the civil rights issue had subsided, the strip mine bill hadn't put the coal people out of business,--

BIRDWHISTELL: Well, your face has been vindicated on both issues.

BREATHITT: Yeah, that's right. And--and then--I still had people that were willing to be for me, if I'd step up to the plate and swing, get in the game. And I knew that's the last time, because they would never stay with you beyond that, they'd find another horse. And they knew Wendell was enthusiastic, and an outstanding candidate, and had J. R. 01:21:00Miller, and all that Jaycee bunch, and everything going for him. And they were prepared to desert me for Ford. Now, Combs had his crowd, they were loyal to him, people that he transferred to me, but they were more loyal to him, the "mountain brigade" as they called 'em in politics, "Prich" called 'em. They were loyal to him, not to me. They were for me because I was Combs' candidate, and I developed a good relationship with 'em, but he had them. And I had a younger group of people scattered over Kentucky that were for me, and I had a lot of strength on university campuses, as he did. He had a lot of strength on university campuses, because they recognized him as an intellectual and as a--a person who loved history. And let's stop a minute.

01:22:00

[End of Tape #1, Side #2]

[Begin Tape #2, Side #1]

BREATHITT: Where do you want me to start?

BIRDWHISTELL: Well, we've got so much to talk about we--we hardly know where to start, Governor (Laugh).

BREATHITT: Well--well, keep going.

BIRDWHISTELL: Your administration's rather fascinating you know(??) (Laugh) to us (??).

BREATHITT: Yeah.

KLOTTER: Well, going back to another election in '63, you know, back to that time just before you come into office, you know you're in a close race, your polls have shown that and everything else, on election night what are the emotions that are in your mind? What--what goes through your mind as--on election night and how does that unfold?

BREATHITT: Well, Harry Lee and I flew up together. I had a--my campaign plane fly down to pick him up at Clinton and--and he came by Hopkinsville with Laura, and Frances and I got in the plane. And 01:23:00UNIVAC, was the computer projection of elections at those times, projected me on ABC as the winner, in the governor's race. And this was just right after--the polls had been closed in Western Kentucky for about a--less than an hour, projected the winner, on early returns. So we were all excited in the plane, and we'd pulled it off, and we landed, and went into headquarters. And everybody was excited, and--and we went up to the top floor of the Seelbach Hotel in the ballroom for the big election deal. And we were standing up there, and Alan Trout, the old political reporter, who was a great friend of Waterfield's, always had been a great personal friend going back to their days with--Courier supported Waterfield against Clements and--and the newspaper ties, and their--just ties, covering the legislature, 01:24:00they were close. He came up and said, "Harry Lee, this thing's getting closer. You all better not make any big victory speeches right now. Just--" And so we--Harry Lee came up to me and told me what the facts were, and so I got up and thanked everybody and said, "It's too early for us to now claim victory, but things are looking good. And I--and we'll be back." And so we left. And I went down to the headquarters, and gosh, it was tough. Well, I knew Louie Nunn was a pro, and I was afraid that I was gonna get counted out in some of those counties 'cause there was Chandler, and see Clements was really not for me.

BIRDWHISTELL: You had all the people who count things funny(??)--

BREATHITT: Yeah, I know. (Laugh--Birdwhistell & Klotter) And so I immediately got Foster and I says, "You get on the phone to our people in those counties, and you tell them to guard the ballot boxes, and 01:25:00guard the count," 'cause we still had a lot of paper ballots.

BIRDWHISTELL: But you hadn't made any pre-arrangements--

BREATHITT: No.

BIRDWHISTELL: --watch the counting(??)?

BREATHITT: Well, just the normal.

BIRDWHISTELL: But nothing--

BREATHITT: Well,--

BIRDWHISTELL: ------------(??)--

BREATHITT: Well, we were afraid that they would reverse the--the tallies and do all the tricks (Laugh--Birdwhistell) of stealing. And--and particularly in Southeastern Kentucky because I really worried about a lot of those counties, 'cause Louie was so strong there, and Chandler was so strong, and even the Democrats may have had some divided loyalties. See, you had Clements and Chandler--see Clements and Chandler said if we can get Louie elected governor, and Waterfield as lieutenant governor, we can take it over--the state with another ripper bill. (Laugh--Birdwhistell) They'd never done it. The state would have never permitted a ripper bill. And--but--but they--Waterfield would have taken over the senate. There's no question but he could have taken over the senate. And--and they would have been able to have 01:26:00organized the house and senate, as they did under the Willi- --during the Willis administration, without a ripper bill. And--and so--And I- -I know that Clements would say, "Well, of course, I'm for Breathitt and the ticket, but if I wanted to do this, this is the way I would do it," kind of talk. (Laugh--Birdwhistell) and Carlos Oakley was active in the bolt, who was his man in Union County, the school superintendent. And there were an awful lot of Clements people that were working with a lot of people to--to--to try to do that. Waterfield I think was honorable enough that he had made a deal and he would stick with the deal, but there was Leary, and there were all these others that wanted Waterfield to be the strong man and they said that would insure his election as governor the next go 'round(??).

BIRDWHISTELL: That's right. That's right.

BREATHITT: We'd all be wiped out. And Louie can't succeed himself, and 01:27:00we can cut him up in the legislature, and--and he'll be through, and Waterfield's a cinch. So, there were a lot of people had a little part of that last week, two week bolt. Chandler was out in front with it. I mean, he was--but there were a lot of others lying in the weeds. So, we did that. We manned the courthouses. We got on the phone and called everybody and had 'em just--just to keep it from happening because Clements had felt that that had happened to him in the Senate race. And there were--and--several counties that probably were true, but it--but it was large enough that Clements never did have an election contest. And--but I was--I was worried, and--and I stayed down in--in our tally room, and in the headquarters, Foster Ockerman and I did, 01:28:00up until after midnight. Then it looked like we had it, then I went down to Waterfield's headquarters, his suite, to congratulate him, and then we went back up. Interestingly enough, sitting in the Waterfield suite were Clements and Joe Leary. (Laugh--Birdwhistell & Klotter) Well, I think what they were saying was, that--that it looks like this thing's getting close enough, and Waterfield may be in position to take over. How much they aided and abetted--I think Leary--I was much more suspicious--I think Clements' main thing was just, well, this is what can happen and, you know, that kind of stuff, but Clements never openly bolted me and I never did catch him. (Laugh--Birdwhistell & Klotter) But I think he would have been delighted if it had come--turned out that way because that would have killed Combs, and killed me, and--and put he and Leary as Waterfield's number one advisors. And so--and then 01:29:00we went up and, of course, had our--our victory thing, very late, and with all the steam out of it. So then when they started tallying it up and they saw that a bunch of Republicans had been elected to the legislature, and I saw where we were, I knew I had to carry through with that thing with Waterfield in the senate. And then the other terrible blow was that Harry King La- --Loman got beat, who was the speaker, and my friend, but he had alienated Combs and Wyatt by running against Wyatt in the primary for the Senate. Clements had gotten him to get into it, and Waterfield, and some others, and--and Chandler. They wan- --didn't want Wyatt winning. They--It would have been a blow to me, and it was a big blow to me that Wyatt lost. It was a 01:30:00blow to our side. And so I lost the speaker of the house, and then Dick Moloney, the majority leader, who was then gonna have to pick up all the burden in the house. We had had a--just a week after I was inaugurated to talk about the organization of the house, and he died. I lost all of the seasoned leadership that I could count on. They were both friends of mine, and they'd both said they were gonna help me. But that--our side bolted Harry King Loman and went for Charlie Wheeler, the Republican for the house, and--because they were bitter at 01:31:00him for running against Wyatt. I didn't, I loyally supported him, but good gosh, I was running and I all I could do was tell my people to do all you can for Harry King 'cause we were really close friends. So I was in a terrible pickle. So I then went with two very inexperienced people, Harry--Shelby McCallum, who had been--was my partner in radio station, and had been a veteran legislator and an astute legislator, difference between being a good legislator and creative, and being a speaker. And then--see, there were two people in the house wanted to be speaker, one was Julian, had been my chairman down in Paducah, and he felt he had a claim on me. Well, I went with Shelby. Well, that 01:32:00didn't sit well with Julian (Laugh--Birdwhistell). And so Julian, and "Sonny" Hunt, and--and Jimmy Whitlock, and three or four others had a- -to--all--couple more, had a house and they were sort of a little loyal rebel group. They steered an independent course in the house, kept me on edge the whole daggone time (Laugh--Birdwhistell) as to where they would be. And so I was really hurt with my leadership in that first session in the house, too, that--I hadn't gone into that, because of those two very unfortunate things I hadn't foreseen. So I came in crippled, barely winning, not having a mandate from the election or 01:33:00of--or the Democratic supporters of mine with a strong mandate in the legislature, and losing the two very senior experienced leaders.

BIRDWHISTELL: That early morning after the election, you're trying to go to sleep, I guess, sometime in that early morning, did--what went through your mind? Did you think--you know, you're a young guy,--

BREATHITT: I w- --

BIRDWHISTELL: ------------(??)----------

BREATHITT: --I walked on--well, I--I--I figured that--that we'd do fine. (Laugh--Birdwhistell) I--I was--I'll tell you, I'd walked away from the crash, and I had (Laughter-- Birdwhistell & Klotter) survived, and I was governor. (Laughter)

BIRDWHISTELL: Yeah. ----------(??)--

BREATHITT: So that--that got the adre- --adrenaline flowing. Reality set in when Dick Moloney died. That was the thing that really hit me hard. And--and that next morning I didn't know Harry King had lost until later, and I started looking at legislative races. And--but I figured with Dick Moloney we could survive that, because he was such a legislative craftsman and so astute, and he had--he had captured 01:34:00all the young members of the house, all these young guys I 's talking about. You know, they--they--they accepted his leadership and his wisdom. I was hurt.

BIRDWHISTELL: So you--

BREATHITT: So I then went with "Mitch" Denham, who was a loyal friend from Maysville, as majority leader, and he had no experience that way, and Shelby McCallum, and he had no experience. And--and I stuck with Shelby the second term, but I got John Y. Brown, Sr. to be majority leader, who was tough, and astute, and a great speaker, and even though he was a maverick, he was loyal to me, and he was for a strip mine bill, and he was for a civil rights bill. I mean, he'd always been for the underdog, and always been for labor, and--and I knew they could--they couldn't bribe him, they couldn't intimidate him, and he was an effective leader, although he was maverick. A lot of people 01:35:00were afraid of him and advised me against it (Laugh--Birdwhistell), it was the best thing I ever did in the house.

BIRDWHISTELL: I wanted to just follow up on that sense of becoming governor and ask you what--what gives a person that kind of confidence, at that young age, that they can lead--lead a state? So- --you know, what--what gives you that confidence, what gives Bill Clinton--what gave Bill Clinton that confidence that he could lead this country? Like what--what is it about people like yourselves that--

BREATHITT: The--

BIRDWHISTELL: ------------(??)----------

BREATHITT: --fact that I was able to take on a legend, Happy Chandler, mobilize support in the state sufficient to win, the fact that I'd had three terms in the legislature and had known how to get bills passed. I could get bills passed. The fact that I had been in two statewide campaign headquarters--three for that matter, one losing one for a constitution, when Marlow Cook and I headed it, but we barely lost 01:36:00that one. We almost won that one, that referendum on a constitutional convention in sixty. I'd had three--and then had done a year and a half campaign. I just felt I could do it. I felt that I c- --if--if you could beat Happy Chandler and then take on all I had to take on in the fall, I just felt that I had the ability to do it, and plus I had a sense of history, I guess. I never said anything about it, and have not said much about it since, but my uncle had been lieutenant governor, my grandfather was attorney general, my great-great-great uncle would have been the first Democratic governor. I had a sense of Kentucky and it's history and tradition, that Kentucky families, they're a strength. The Clay family, I'm--I'm reading that book now on Clay right now. I never read a book on Clay. And I just listened to 01:37:00Bill Townsend's(??) tape. Do you--you have any good tapes of that?

KLOTTER: I've got a copy of--of the record, is all I have.

BREATHITT: That's all I have is a copy, but it's scratchy. I--my wife found it in--at her home. The Breckinridges, it's a--John Breckinridge. It--it--it--those families in Kentucky. People don't go around bragging about it. I didn't, but it--it gives you a sense of security and confidence, and a historical perspective that I think has helped those people, those mountain families, or rural families that are--that have been there five, six, seven generations, when they get into politics. Those sinews run deep. It's a strength that comes, that flows from it. I think that's a part of it. I had a sense, I 01:38:00can't let my family down. I've got to right the wrong that happened to Jimmy Breathitt at the Woodland Auditorium (Laugh--Birdwhistell). I've got to complete the term that was shortened with John Breathitt's death as governor. You think about those things if you're--if history is important to you, as it--and I--and I--and you look at a Harry Caudill, his sense of family and roots in an area, made him a--a very interesting and effective legislator. Now, he went another direction and probably may have had more influence that way, but--Combs was from a mountain family, Combs all over Eastern Kentucky. I think that's an advantage to a Kentuckian assuming that responsibility, because you-- you feel a great responsibility, not to let your family down, not to let 01:39:00yourself down, and--and plus I had a lot of confidence. I mean, if you win that way against two very tough opponents, then you think you can meet most any sort of challenge. I was naive about what I was gonna face with Waterfield. I just felt that--that we could get together, but--but Larry was wiser than I was about that, and it--it--it--I guess it was inevitable. I had to either chose the people that had gotten me there or Waterfield, and Waterfield's friends would never have really accepted me, except as a vehicle to get Waterfield in. And you can't switch sides politically.

BIRDWHISTELL: Let me ask you another practical question. As you're preparing to become governor, you s- --you know, as you were--just reminded us, even though you were, by comparison, a young governor, 01:40:00you'd--you'd been in the battle for a long, long time and you--you were a veteran politician and government leader. And I think we talked about this a little bit before, that obviously there's a price to pay for that in terms of your own career, money-making career. As you looked at entering the governor--

BREATHITT: Two prices: money-making career professionally, and the other is the family suffers terribly. If I hadn't been married to a wonderful wife and mother who really raised my children, they were young, and they were young coming into the governor's mansion, I don't think our family could have survived it. I give all of that credit to Frances, and it's the reason I didn't run, really, because she said, "It's now time for you to try to make a living for us, and help me raise these children, and educate 'em." See, I hadn't educated 'em.

BIRDWHISTELL: Right. And that's what I'm wondering,--

BREATHITT: Yeah.

BIRDWHISTELL: --as you're--as you're looking to serve four years in the governor's office, does the governor's salary pay you enough to support 01:41:00your family?

BREATHITT: Well, it paid me more than I was making practicing law (Laugh--Birdwhistell), but barely, and--but you see, I didn't have a campaign debt. I didn't have a campaign debt, and I didn't have to worry about that, that other candidates--or--or even winning--look at Brereton Jones. It was a cloud the first year and a half of his administration, getting that durn debt paid.

BIRDWHISTELL: So you didn't have any debt.

BREATHITT: I didn't have any debt. I had lived very simply in Hopkinsville, just making a living, that's all. I didn't inherit any money. My parents left me a house that I think sold for $18,000. I had no estate. So I had to go to work, the--the minute I left the governor's office, and I had--I had two retainers. And I don't know why in the world they retained me. I was out nationally. I was out in the state. I couldn't--they couldn't retain me politically. 01:42:00(Laugh--Birdwhistell), but Ashland Oil retains me, and--and Southern Railway r- --retains me. That was the start of that Southern Railway relationship. And--and then I practiced law at home. Well, I was bored to death practicing law at home. I--I just--it was--I just wanted to do more with my life and having a hard time thinking at my age what do you do with your life then--

BIRDWHISTELL: After you've--

BREATHITT: --after you've been governor. And--and I had some second thoughts about not w- --willing to run for the Senate in '68 when I had a pretty clear shot for the nomination and at least a good chance for the Senate, although it would've been a tough fight, 'cause--of course Louie wasn't for Marlow (Laugh) and--and--but I don't know what he'd have done. He probably would have--I don't know what--how that would 01:43:00have unfolded.

BIRDWHISTELL: Yeah. ----------(??)--

BREATHITT: But I had a shot. That was the only shot I ever had.

BIRDWHISTELL: You had a shot.

BREATHITT: And--and I could have had the nomination.

BIRDWHISTELL: So was it money that kept you from doing it?

BREATHITT: No. My parents had never wanted me to be in politics. My father, who was Republican but--and was excited when I won, and was proud of--that I'd won, had never wanted me to run for governor because he saw the heartbreak that Jimmy Breathitt, his brother, had. How friends that he thought he could count on would leave him and go to the other side, and then losing. It was a--then his father, my grandfather, had been attorney general, always wanted to be a federal judge, never got the appointment, was thwarted in that ambition. My father just never would have anything to do with politics, and--but the real thing was, my father had cancer, my mother broke her hip, I was an only 01:44:00child, and they both needed me badly. My wife had--had said, "Don't do this to us anymore." And so I decided--I had to make a decision then which way I was gonna go. The president offered to appointed me as--well, he wanted me to run for the Senate and told me he would--

BIRDWHISTELL: I'll bet he did (Laugh).

BREATHITT: Well, and he said that he would name "Katie" Peden as treasurer of the United States. She was in the race. Says, "You feel obligated to her," said, "She's not gonna win that race, and she'd be a lot better off being treasurer of the United States, and I can appoint her immediately." He--he didn't tell me that. He sent Buford Ellington to tell me that. And--and I said, "No, I can't run." Johnson could never understand why--'cause he was so wrapped up in politics, and the Senate had been such a difficult thing for him, and he saw that I could 01:45:00pick up the nomination and have a good chance to win it. He could not understand it. So he then offered to appoint me as Ambassador to the Philippines, and--and I couldn't accept that. First place, he was in trouble. It would have been a one year appointment.

BIRDWHISTELL: Cost a lot of money.

BREATHITT: Cost a lot of mon- --I didn't have any money. (Laugh-- Birdwhistell) Nothing.

BIRDWHISTELL: You'd have been(??) ambassador--

BREATHITT: Nothing.

BIRDWHISTELL: --without any money (Laugh).

BREATHITT: I--I still had a mortgage on my house, (Laugh--Birdwhistell) and I had that obligation to my parents, both of 'em. And see, my mother lived less than a year after I left office, and my father died of cancer the following year. He had cancer, it had been operated on. Had a colostomy and--but, you know, the prognosis was not good, and so I--I made that decision, but--and it was personal, that people have 01:46:00to make. And then when Combs had offered to support me in '72, by that time both parents had died, two of my children were in college, Frances had realized--and in fact, I think she had a little sense of guilt that I was looking back and had passed up running for the Senate. And she says, "Ned, if you want to run, I'll support you," and that's after Combs had done it. I agreed not to run for governor, which pleased her greatly. She didn't want to go through that again. She was a great support and--and did it all. And--but then, Wendell's winning took that option away. I didn't have to make that decision because when I talked to him about it right after he was elected he said, "Look, I'm committed to 'Dee' Huddleston. He was my chairman. You had to back Combs, I understand that," says, "I'm not against you, but I'm gonna do everything I can to elect 'Dee' Huddleston to the United States Senate. 01:47:00Please don't do it, because that will divide the Democratic party if we have a primary, just as I'm going into my legislative session. The primary is--will be running right during the legislative session. You'll have to run anti-administration to have a shot at winning. That means all--all your supporters are gonna be your and my enemies." (Laugh--Birdwhistell) And says, "Please don't do that. If you want to run for the Senate, run in se- --'74." I said--of course, that would have--

KLOTTER: ----------(??)----------

BREATHITT: --been an opportunity to run. And--and--

KLOTTER: That's when he runs.

BREATHITT: What?

KLOTTER: That's when he runs, though.

BREATHITT: Yeah, that's when he runs (Laughter--Birdwhistell & Klotter). Yeah, that's right, but I was--I knew about how those sort of commitments (Laugh--Birdwhistell) would go (Laughter). And--and then John Y. Brown was wanting to run in '74. You know, he almost ran. Then Louie Nunn w- --a- --as it turned out, would, but--but luckily 01:48:00all that didn't happen, because I went home knowing I wasn't gonna run against Ford. And I said, "I'm not going do that, Wendell." I said, "That's not good for you and it's not good for me, and I know J. R. Miller, he'll bolt me. If I beat your man, Huddleston, you'll be lip service--you're a good Democrat, you'd be lip service, and J. R.'d cut my guts out every way he could." (Laugh--Birdwhistell) And he would. And--and--and he was party chairman, so what the hell would I gonna (Laugh) do in that situation. So I was back home practicing law and I fiddled around with a thing in the child care business down in Nashville. We set up a preschool education, real learning program with Peabody University and others to--hoping that the Bottomless(??) Bill would pass. And I fiddled with that. And then Graham Claytor called me 01:49:00up to Washington and said, "Why don't you come up here?" He was a great friend of "Prich's". And he said, "Go to work for the railroad." And I said, "I'm not gonna be a black bag lobbyist, Graham." He said, "Well, you'll have more responsibilities than tha- --than that. The lobbyists will report to you, but," says, "we'll never ask you to do anything you won't be proud to go tell your wife and your children every night when you go home. We're not gonna do that." And I said, "How can you do that?" 'cause I knew about what the railroad lobbyists were. And he says, ''Cause we're gonna strictly abide--we're not gonna give any cash contributions to a soul, none." Well, that's the way railroads had operated forever. And I knew the history of the railroads in Kentucky (Laugh--Birdwhistell). My God, they got a--get a president's--I mean, a governor shot, (Laughter) built the climate for it (Laughter).

BIRDWHISTELL: Clarify that(??) (Laughter).

01:50:00

BREATHITT: But--

KLOTTER: At least.

BREATHITT: Yeah, but--but I thought about that. And of course w- -- Frances was not gonna go up there. She says, "You'll have to commute." She didn't like that either, but she saw I was not fulfilled or happy practicing law in Hoptown. And she says, "Well, can you come home every weekend?" I said, "Yeah, I've got a deal worked out that I can be home Thursday night, Friday night, Saturday night, and Sunday night. I go up Monday morning on that early flight from Nashville, and I come home on the late flight Thursday. I spend four days up there and four days at home, and then I'll be in my law office Friday, doing railroad work from my law office in Hopkinsville." So I did that for a while, and she wouldn't move, and the children were in school, and--at Hopkinsville, two of 'em were. I had one in college, and--well, had two in college, one at university and one at Emory. And--and then I said, "How about 01:51:00my renting a furnished house, and you spend some time up here?" Well, she got up there--and this is now several years later, and then Carter got elected. Well, I'd known Carter as governor, and Graham Claytor'd known him big 'cause our railroad was major in Atlanta, Georgia.

BIRDWHISTELL: Sure.

BREATHITT: And he appointed my wife to the Kennedy Center Board, ten year appointment, first time she had ever had a major appointment. And then when Jean Kennedy Smith resigned as the head of the Alliance for Arts Education for Young People, which is a part of the Kennedy Center Program, Jean had worked with Frances, she voluntee- --She was one of these people that didn't--just didn't want it--the prestige of the appointment. She'd--worked over there every day, free. And Roger Stevens grew to like her, and the fellow that was in charge of this arts--and she worked for Jean Kennedy Smith as a volunteer. Jean 01:52:00Kennedy Smith wanted to retire and she recommended Frances. She took that thing over. For the first time in her life, she had something of hers and real fulfillment. I'm--I--If she had lived, I doubt if I'd ever gotten her out of Washington.

BIRDWHISTELL: Really(??).

BREATHITT: Well, I th- --Reagan would have gotten her out (Laughter), you know(??). ----------(??)--but she had ten years, you see. She had six years of the Reagan administration, and--and she loved it, and I'm just so grateful she did. And I got to really enjoying Washington and working with Graham Claytor and his successor, Stanley Crane, in the rail industry. And we were going through a period of great problems. The rail industry was in deep trouble, and we had major legislation we had to pass to--There's the bill up there that Carter signed, right up there on the wall, which deregulated the rail industry, made it possible for us to become viable again as an industry. And so it was i- --interesting and exciting, and yet I had a family life, and--and bought a home. And by that time all of 01:53:00my children were in college except my son, my youngest child, and he went to Moray School in Washington and then to American University. And so it was a--for me, considering everything, fine. And I have, you know, supported candidates for the governor or the Senate, but my--my greatest fulfillment now is not the politics, but the things I do, the university, KET, and--and the Kentucky History Center, and Kentucky Historical Society, because I--I was always interested in history, took all the courses I could take. Being a--a Kentuckian for many generations and a family'd been involved in public affairs, and law, and farming, they'd been those three things, I enjoy it. And see, I was not the person who founded KET, but I built it. (Laugh- 01:54:00-Birdwhistell) And Combs was the one--well, of course, neither Combs or I did, it was Lynn Press, and Lynn got Combs and got the initial legislation, and then I--I passed the legislation to build it.

KLOTTER: Fund it, yeah.

BREATHITT: Fund it. And then--and then I got the Blazer Foundation to- -and Ashland Oil to come out and locate--their real estate people locate our sites for the transmitters and translators, and to give us the money to buy the land. The Blazer Foundation did it, and that's a role I played in it. And--and then the community college system, of course, Chandler had the--the extension up in Harlan County, and the one at Henderson, and at Fort Knox, and then a--some extension programs, a few scattered around, which really weren't a community college system. 01:55:00But Combs, and "Prich", and I was in on the meeting where they were convinced that the University of Kentucky was not meeting its service responsibility to the state. We were a land grant institution as opposed to the Virginias, and the North Carolinas, and--we were a land grant institution like L.S.U. and Tennessee, that had both the research, and doctoral programs, and the land grant responsibility, and that the--and I remember "Prich" at--at the dinner at the mansion, when they reached the conclusion that there was only one way in Kentucky, and I was a party to this 'cause I was o- --on the inside of the Combs Administration and was--I was thinking about running for governor, I was interested in what they were gonna do about it. And "Prich," I remember he got his fists and slammed them down on the dining room table after dinner, and he says--says, "The University of Kentucky is run by a little oligarchy there in Lexington. Judge Stahl, and Stoll 01:56:00Keenan and the--and the bank, Ed Dabney, and Rasty Wright, and--and Peterson. He's their man at the university and he really runs it," says, "Frank Dickey is just a cipher over there. Peterson runs him." And he says--says, "Combs, you'll never break that and make that university be meaningful in this state if you don't have a community college system in rural Kentucky," and says, "and--and you need one in Louisville for urban," 'cause that time Louisville was--

KLOTTER: Right.

BREATHITT: --was not a--in the state system. And he says--says, "That's the way you do it." And says, "And the way the council's set up," and he was on the commission studying the council, he says, "my good friend Bob Martin, and Adron Doran, and Kelly Thompson, and Ralph Woods, they're running circles around poor old Jack Oswald. He's got one vote, and they've got all the political savvy and power." And says--says, "The university is never gonna have a fair shake at 01:57:00the council when they go to dividing up the pie," he says. (Laugh-- Birdwhistell) And he says--says, "The only way you're gonna give them a fair chance at the table is take their vote away from 'em on the council," which I had to do. Combs wouldn't do it, 'cause Bob Martin (Laugh--Birdwhistell) had been chairman. (Laughter) And--and--and he says, "And--and build the community college system in this state that has a major service responsibility to the people." And he says, "You'll get balance back in higher education, and then you've got to reform the council." Well, Combs never did reform it, I had to do that. He didn't want to get into that battle, 'cause he--Combs had taken on so many battles, but he got rid of Peterson. Combs got rid of Peterson, and Dickey saw the handwriting on the wall and went to do other things 'cause he, you know, had been great sup- --friend of Happy's, and Happy got him elected president. And Peterson had always been Happy's great guy. And--and so Oswald came without Peterson, and that's an 01:58:00interesting story, that board story on that one. You-all had covered that, haven't you?

KLOTTER: Well, I think--We've got several other things. I think we--we were just talking before--

BREATHITT: All right, cut loose.

KLOTTER: Well, I--I don't know if we want to do it this time--

BIRDWHISTELL: Probably--

KLOTTER: --or not.

BIRDWHISTELL: --that's where we want to--

KLOTTER: Probably send(??)--

BIRDWHISTELL: --pick up next time on--on--

KLOTTER: --for the next time to begin,--

BIRDWHISTELL: --on several of those issues.

KLOTTER: --some of those issues.

BIRDWHISTELL: Colleges.

BREATHITT: Well, the colleges, and higher education, and--

KLOTTER: Auto inspection, pinball machines.

BREATHITT: Yeah.

BIRDWHISTELL: We've got a lot to go over.

KLOTTER: Poverty. (Laugh--Birdwhistell) The special session in '65 still.

BREATHITT: Yeah.

KLOTTER: Teachers.

BREATHITT: Yeah.

KLOTTER: So--

BREATHITT: Well, I--You know, it's interesting, I got elected with teacher and education support, and then at the last of my administration, they marched on me (Laugh--Birdwhistell).

KLOTTER: Umhmm. So those are things I think in the next--

BREATHITT: But--

KLOTTER: ------------(??)----------

BREATHITT: --I went higher education instead of K through 12. I didn't have enough money to go both (Laugh--Birdwhistell), with what they wanted. And I went higher education. And I've always been very 01:59:00interested in higher education, and I--

BIRDWHISTELL: Well, you must be having fun now watching what's going on.

BREATHITT: Oh, yeah. (Laugh--Birdwhistell) Oh, yeah. Well, and I'm gonna be a player in that one.

BIRDWHISTELL: I know you are. (Laughter)

BREATHITT: But, you know, it's so satisfying in the three things that I work on, with my life. People in public life, if they'll get out, and not be a threat, and work for free, you can--you can make a contribution.

BIRDWHISTELL: That's right.

BREATHITT: You really can. Combs realized that. Wyatt is--better than anybody I know realized it.

BIRDWHISTELL: ----------(??)----------

BREATHITT: And--and I--I try to pattern myself after Combs and Wyatt, at this stage in my life, and that's why I never have taken a--a client to lobby the legislature for pay. I'll lobby for you, and the Historical Center, and the museum and I'll lobby for higher education, and I'll lobby for the community college system, which I'm so deeply 02:00:00committed to, as it is. And I've got a lot of ideas that--well, you may have read in the paper that idea that I have about how to get the coordination without having a major battle. I think the governor can accomplish everything he wants to accomplish that way.

BIRDWHISTELL: Well, we certainly don't need a major battle.

BREATHITT: No. (Laugh--Birdwhistell) Well, we lose and--I'm for the governor. Thank gosh he's put education on the top agenda and made us think about it. And higher education, which is wonderful. And he--and that is gonna force a lot of change. I don't think we'd have--I don't think you'd ever got my idea done if they hadn't realized we got to do something (Laughter). Well--

BIRDWHISTELL: All right. Well, we'll pick up there next time, I guess.

BREATHITT: I'm heading to Nashville, folks.

BIRDWHISTELL: All right.

[End of Interview]