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Start of Tape 2, Side A

PEARCE:Now we got it going. We had gotten to the point where we were about ready for Bert to run for the first time. Earle's term was over, and Happy had a term. Do you remember much about Bert's first race against Happy in '55?

WARD:Yes, very much so. I was on as commissioner of conservation and of course. . . .my. . . .I had rather peculiar relationship with both Earle and Lawrence. I was. . . Being the commissioner, I was their political handyman in the sense of strategy and writing and doing a lot of that kind of work for them. And, of course, I wasn't in on that discussion, but the story is that Earle came down from with and they got Doc Beauchamp, and Earle told Doc that you just can't run for governor . We don’t think - we just need another kind of face. I don't know how honest with him they were, but anyhow, they said he couldn't run. The story is that Doc said "Well, if I can't run, you won't - you can't run anybody else that I don't approve." Which of course, included me, because at that time there was talk that I might run, because I had built my reputation and a lot of favorable publicity because of the park program. But the Doc - Doc vetoed me right quick because Doc and I didn't get along. Doc was, of course a great believer in the patronage system, and I didn't. So we just didn't get along. And they went through a lot of names, including John Palmore . . .

PEARCE:Yeah. I knew that.

WARD:And several others, before they finally came around to Burt. Cause they figured that since ( ) west and governor be to try and pick an man and Bert and had been a circuit judge up there and beating a Republican and getting elected, and they figured he'd be a good candidate. And Bert was very much surprised. I know I was in a meeting with him over at his house in shortly after he was picked. He was surprised. And very - somewhat reluctant. I had. . . .didn't have much to do with the early stages of the campaign, but somewhere a few days before he was supposed to open his campaign at Shelbyville, Earle went down from and called me from . Said "I've got to go over a speech that our candidate proposes to make. You get and I want to come over and you'll read it. And see what you think about it. " So we did, got together, read his speech. He said "What do you all think?" I said "Well, if our candidate makes this speech, I'm going to quit now. " And reads it - "This is lousy, this just won't do it all." We talked for two or three hours about it.

PEARCE:What was wrong with the speech?

WARD:I don't remember the details, but very fuzzy. We agreed that I'd take it over back to my office and my typewriter, and try to do something with what we agreed in talking about. I did. Earle took it back to and Bert wouldn't buy it all. Well, one thing, he had his commitment that if elected , they had to have an increase of twenty-six million dollars in new revenue - taxes.


WARD:And that's where Lawrence and I both said "My god, you just can't possibly do that - Happy'd eat you up with it." But Bert bought most of what we had submitted, but that tax commitment - the additional revenue, he said "I 'm not going to run unless I commit myself to that." O f course too late to do anything about it then, because he'd already been advertised as a candidate. Well he made that speech in Shelbyville and I remember talking to him at the door, and I said. . . . He said he was very reluctant to take anybody. . . .anything else somebody else had written. He said "After all, I have a certain style that people are familiar with. " And I said "Bert, now who in the hell would be familiar with your style of writing?" "Well lawyers read opinions. " And I said "There's a hell of a lot of difference between a legal opinion and a campaign speech." But anyhow, he . . .

PEARCE:I remember that speech, boy.

WARD:I said " Bert, you're right. If you're going to read the speech the way you read that one, for God's sakes don't take something anybody else wrote then." 'Cause he just read through it without any expression at all.

PEARCE:( ) speaker for a long time.

WARD:And of course that commitment killed him. I remember. . . .I was. . . .We had a meeting every Sunday on Louis Cox's front porch before the primary. And everybody gathered and reported on what they were hearing from various sections. Well I had been in west on a trip making some speeches. I got to the meeting late. Most of them had reported by the time I got

there and I heard they were very optimistic. Everything looks fine. I said "By god, it doesn't look fine to me." I said "Happy is cutting you to pieces with his sales tax. All you hear in west is that Combs is going to pass the sales tax and Happy's against it and we're not going to support it." I said " He is killing you with the sales tax and your commitment about a twenty-seven million dollar tax increase. " Hell, they pooh-poohed me. And I said " All right, wait and see. He just. . . .he's killing you with it. " And of course did. Bert made a lousy candidate that first time around. Second time he made good, he learned a lot.

And . . .

PEARCE:Happy was an awfully good candidate that first race, too.


PEARCE:That was the best I've ever seen him and it was the best piece of demagoguery I've ever seen in my life. I remember you had those checks on him. And that speech he gave over at Cheapside in when he said he was going to deal with the checks. He just ignored the issue and talked about his political record, and it was the damndest thing I've ever seen.

WARD:That check thing had him going for a while. They. . . .That was a funny one. They had - they had those checks - they got them from the fellow who'd been a partner. . . .And uh . . .

PEARCE:Who's that?

WARD:Decker Wholesale outfit . . .


WARD:I forgot his name. In . Who knew about the deal and they . . .

PEARCE:Who were they to? The distilleries, the checks to National Distillers, I mean, from (Republicer), it was a big outfit . . .

WARD: outfit.


WARD:I've forgotten. Anyhow, they . . .

PEARCE:They were written to him while he was in the senate, right?

WARD:They were trying to get them released and they first tried through Joe Westfield in . And it didn't go over. Didn't get anybody to accept it, didn't get any publicity about it at all. Oh, they finally said "Well, Ward, you're going to have to do something with it, you try it. " I hadn't tried anything, so I did. We got a lot of nice publicity for a while and had Happy on the run, but then he came right back with the sales tax, and we sprung it too early. Of course we felt we had to do something because the campaign wasn't going well. But there wasn't any question about it. I can't remember the details. He was instrumental in getting whiskey released.

PEARCE:Oh, was that what it was?

WARD:For some reason, I forgot the details . . .

PEARCE:Whiskey released from warehouse. From down . . .

WARD:I don't remember any of the details. It was a outfit. You know, my memory's got bad, I'd have to go back and look at files to refresh myself on all that stuff.

PEARCE:What happened after he, you showed him – they were ( ). I'm just asking.

WARD:I don't remember the details.

PEARCE:I remember two or three speeches Happy - that was the Clementine - Willorbine twenty thousand dollar road campaign, if you'll recall. As I say it was modest demagoguery. Some of the silliest things.

WARD:Oh, wait, it was. . . .sort of like what happened every few years they. . . .There'd been two administrations of the same crowd and people got disappointed. A lot of promises made that hadn't been kept and a lot of people made mad. In politics, your enemies never forgive you, and never forget and never and friends just don't work as hard as your enemies. But when you've accumulated a lot of enemies, they pile up. And then, too, Bert of course was totally unknown in the state for a matter of trying to build something. Happy was Happy and had a reputation and a name.

PEARCE: He was good. I look back on that now, and remember how good he was at campaigning.


PEARCE:He could sense...( ) he was. . . .

WARD: He made the most of his remarkable ability for remembering names. That was always one of my weaknesses because I was very weak on it. And Happy could

in any crowd, he waves to a friend, call names.

PEARCE:And he'd promise anything. He'd say anything. He was like Joe McCarthy in one respect he would tell a lie, and when they caught him in that lie, he would tell a bigger lie, that was more impressive and make people forget the first lie. Remarkable. He - he was a terrible man. Hurt the state a lot. Do you recall anything else about that race that you think worth remembering?

WARD:No. I didn't really take a lot of part in it. I didn't. . . .wasn't running the campaign headquarters at all.

PEARCE:Were you back on the paper then?

WARD:No, I was still commissioner of conservation. In '55. And so I figured he was going to lose anyhow, and spent my time trying to do what I could with programs getting them along as far as I could. Get things done. 'Cause I knew, because I was worried I wasn't going to be around.

PEARCE:Who'd Happy put in?

WARD:Laymon Jackson.

PEARCE:I thought he was agriculture.

WARD:No, he was commissioner of conservation.

PEARCE:He was in power in. . . .no, parks hadn't been separated yet.


PEARCE:It was still a division.

WARD:He put Violet Kilgore in as director of parks.

PEARCE:That right?

WARD:Yep. And she and Laymon fought for four years.

PEARCE:Whatever happened to her? Did she die?

WARD:I. . . .I don't know.

PEARCE:Ben died.


PEARCE:Ben was a nice fellow.

WARD:Yeah. Ben had died. . . .oh, in the early fifties.

PEARCE:Yeah. Let's see, you stayed down in conservation.

WARD:Yeah, until December. Resigned and went to . Earle wanted me to go up there. I didn't want to but I felt obligated to him because he was going to have a rough race. And he wanted me to go on to to get ready for that campaign. Got that I was practically as. . . .well, came out as close to running a campaign as any I ever did.

PEARCE:This one against Thurston?

WARD:Yep. That-that was one of the. . . .I think a real tragedy, because needed Clements in . He did so much for the state.

PEARCE:That's what I said over there the other day, a tragedy.

WARD:The real tragedy was when he was. . . .he was really, really nervous about the campaign. And he had a right to be. And because he thought Joe Baste was going to run a better race than he did. But when he won that thing by around eighty thousand votes as I recall. He completely lost proper perspective , in my opinion. I well remember that after the primary he got talking about that Barkley had died . . .

PEARCE:Did he beat Joe Baste for that?

WARD:Yeah, in the primary. Barkley had died. And he was going to have to pick somebody to run November, to serve out the term, and so they started talking about Lawrence Wetherby. Well, talked to me about it and he said " I don't want to run, I think it's a mistake." And I said "I think it's a mistake, too. " Well, they had a meeting over in in headquarters one night, oh it must have been a week after the primary. All these brain-trusters around, including Lenny, and Lawrence and some others. I was in the meeting. Ed Farris was there. And they proceeded to get tight, most of them, and so, so certain that they had things going their way. They'd win so big, determined that Clements just wanted his boy in the senate with him. So they'd agreed that would run. Ed Farris and I disagreed with it. In fact, next morning, Earle and Lawrence

were having breakfast. Farris and I were going to and stopped by, and

Clements said "Where are you all going?" and I said "I'm going to ."

and Farris said too, and I said "I don't think- I don't think we're coming back." [laughing] But of course, we did and did what we could.

PEARCE:Who beat ?


PEARCE:Who beat ?

WARD:Young Turner, of course, this was what I was afraid of - that Happy was so violently opposed. Farris and I urged Clements to take Joe Leary.


WARD:Said " Damn it, you're friends with Joe Leary, and Joe's a decent fella, and if you take Joe for god's sakes, you don't have to go on with that and Joe wouldn't be bad in the senate with you." But, no, he wanted somebody he felt he had more complete control over. Of course, as soon as picked then Happy went to and started pressing' around and . . .

PEARCE:Happy bolted.

WARD:urging to get Crupper to run, and they of course, talked Crupper into running.

And that's what did it. ( ) with Crupper on the ticket. Sad time for . But Clements was really on the ball. He knew how to operate. Not only in the senate, but in the government departments area .

PEARCE:Oh, yeah. He . . .

WARD:which I had an opportunity to see. See, I was up there for a year with him


PEARCE:He could have done great things for .

WARD:Barkley was there, too, of course at that time. Of course, I was so close to Barkley and Barkley didn't have a man on his staff, so I represented Clements and Barkley both in going over to the highway department and flood control projects particularly and that sort of stuff, and I had an opportunity to do a lot of work. I represented Clements. I worked with an assistant to another senator who was very much interested in water conservation and we worked on a bill to add to the water conservation program with Clements and Senator Barkley was co-sponsor. But Clements did more to get some of those flood control projects, which I think was fortunate for than anybody.

PEARCE:And then Happy - Happy beat him in '55. Clements came back in '59.

WARD:I wasn't active in that campaign because I was with the chamber. See, I had to. . . I was with Clements a year in before he was defeated. And I worked for a year for national real estate realtors organization.

PEARCE:What year was that?

WARD:That was '57.

PEARCE:Then you came back to the chamber?

WARD:Yeah. They, they called me from one time and asked me to come down there as area development director. I wasn't interested. I decided to get out of politics and the reason I was offered the job on the hill after Clements was

WARD:defeated, but I wanted to get out of politics entirely. And this public relations job

with the realtors opened up and I went and took that and I didn't want to come back to . We had bought a house in and Gladys and I were crazy about . And. . . .and I was told, I've forgotten who it was, made the contact with me. Anyhow, I come on back and if things developed the way they thought it was possible, as soon as (K-P) resigned, I could take his job. And so the prospect looked pretty good and my investigator talked to a lot of people, including Wilson Wyatt and some others. And it had appeal because I realized I missed being in , missed being a part of something, because hell, in , you're nothing. So I came back in October of '57 as I recall. So I. . . I didn't. . . .the campaign for governor '59, I didn't take any part in it at all.

PEARCE:You watch it?


PEARCE:You watched it with some interest?

WARD:I watched it, yeah, but I. . . .I didn't take any part in it.

PEARCE:Of course you were somewhat divided, weren't you. There was Clements against Waterfield, and you had ties to both of them.

WARD:Yeah. Oh. . . . if I had been active I would have been Clements, because I had more ties to Clements of course, than I had for Waterfield. And Waterfield had been associated with Happy so long that . . .

PEARCE:It was somewhat surprising when Waterfield's career collided with Happy, wasn't it?


PEARCE:They just seemed to be different souls.

WARD:Yeah, that was a practical thing for them to do. Although I don't - I don't think - I don't think he ran with Happy in the primary for lieutenant governor as much as he just ran and won it himself. But after he was elected and nominated of course, he. . . .I would say then , if you wanted to be governor he'd better get along with Happy. Of course, see, Bert wasn't the one, if Clements hadn't worked out that deal with Wyatt, to get Wyatt to run for lieutenant governor.

PEARCE:That's true. You don't - you don't remember any of that meeting, do you?

WARD:No. I wasn't around. I wasn't at it.

PEARCE:You didn't see a whole lot of it until Bert came to you after the truck deal blew up?

WARD:Well. . . .when the truck deal blew up, was the first one came to me. He said "I've got my reputation at stake over there, and actually I'm interested in getting someone in there that I think would be honest about it and protect my interests and image as well as your own, and I think you can do the job." And I'm sure he talked Bert into it too. I think Clements also endorsed me- he told me he did. In fact he called me - Clements called me before Bert did. And he said "He'll appoint you if you'll take it. "

PEARCE:Did Earle give you any indication of the relationship between him and Combs?

WARD:He told me the whole story. The. . . .they had made a commitment to. . . .


WARD:Cook. To appoint his man as director of highway department. And they . . .

PEARCE:This is ( )?

WARD:He persuaded Combs, er, Clements, that they needed to by some trucks, and that Cook had a lot of trucks out on lease that were in real good shape, and get real good buy on them. He gave Clements a written report on them on condition of the trucks. And on the basis of that report, Clements went on with the deal, Clements said - thinking they were getting a good deal on pricing. Well, it was only after they let some of the trucks in , started getting into them - Courier Journal started its investigation into the condition of them. Discovered that they were old beat up trucks and contractor had just worn out, slapped a coat of paint on them, and the deal wasn't a very good deal after all. Clements' story is that he was convinced it was a bad deal, and that he had told Cook that they couldn't go through with it, and that he was with the department of finance - working out the detail of cancelling the contract when Combs announced. Combs told Clements - he said "I'm sorry, but I've got to protect myself. I've got to cancel it." And Clements said "Hell - I'm working on cancelling it." And Combs said "I've got to protect myself, and do it myself, so I can get the credit for cancelling it." And that's what stuck in Clements craw, he

WARD:felt that Combs threw him to the wolves to protect himself.

PEARCE:Well, Bert told me that if he. . . .that Earle agreed to the cancellation but maintained to the last that it was a good deal. That the purchase of the trucks overall, would be good economic sense.

WARD:Well. . . .I don't. . . .I don't really know. . . .I think Bert was right in that he had too much at stake himself . He had to show that he wasn't going to put up with it and that he had to take the lead in the cancellation.

PEARCE:Two people, including Wilson Wyatt, had told me that one reason that Earle held on to the truck thing was that Thurston Cook had promised Earle that if the deal went through, he would put Pritch on as. . . .on a retainer as counsel, and saving the company.

WARD:I never heard that.

PEARCE:promised Earle if the deal went through, he would put Pritch on as. . . .

on a retainer, as counsel for that segment of the company.

WARD:I never heard. . . .heard that. The. . . .One thing I heard was that they just had a very strong commitment to Cook. . . .[interruption by PEARCE]. . . .take care of him. He was a financier. And it was on the basis of that commitment that . . .

PEARCE:You didn't hear anything about Pritchard.


PEARCE:Did you know Pritch at that time?

WARD:Very well. I had known Pritch pretty well since he came back from and started practicing law with Phil Aubrey. They were employed as attorneys for the REA, and so I got to know him and Larry real well during the early years and I followed his career pretty well and then later on became very close friends.

PEARCE:I guess you worked with him in the '55 campaign? That was the first time you thought he came out from under the law? His conduct during that. . . .during that campaign was very radical wasn't it? As I recall, the ( ) here was that Pritch was in the seventh floor of the Seelbach and he'd go in there and lock the door and wouldn't come out for a long time, or he'd disappear for several days. He was still very depressed and very dramatic.

WARD:I don't know anything about that.

PEARCE:Back to the '59 campaign. You knew nothing about it. You didn't. . . .after Clements was inaugurated. Combs and Wyatt, what did you think of them - of the administration?

WARD:Well, I thought it had a lot of promise because I thought the combination, particularly in there was a good one, particularly Wilson, I had confidence in . Both of them and Bert. And there was an opportunity to overcome a lot of mistakes that had been made during 's administration and a lot of the neglect. Bert, incidentally asked me to come back to commissioner of conservation and I did.

PEARCE:How did you feel later on? How did you view the relationship between Combs and Wyatt?

WARD:I thought it was very good.

PEARCE:Did Combs take advantage of Wyatt when he put him to work and exploit his abilities?

WARD:I don't. . . .I don't think he might have taken advantage of him. I mean, wanted to do it and . . .

PEARCE:Did he exploit 's abilities. Did he put to work efficiently?

WARD:Well, whether he put him to work or whether just put himself to work I don't know, but the same result – they. . . .he really worked at it and Bert went on one hundred percent with his commitment to. . . .that would take the lead in the department of commerce.


WARD:And there wasn't any question about who was running that program. I think Bert was very happy. And Bert was enthusiastic about supporting for Senate.

PEARCE:I had heard that Bert said, I heard to this day ( ) and

WARD:I don't believe that. I think Bert had a fine relationship . . .

PEARCE:A lot of people said that Bert put to work on industrial development, economic development and already had him out of his hair. And they said he [laughing] never heard from him after that - was off running around the country.

WARD:Yeah. I don't think so. I think it was a mutually acceptable program. I think. . . .I think Bert listened to him. I remember in the '60 session when they had the sales tax out, which I was working with the chamber of commerce at the time, we were interested in some details of it .

PEARCE:I'd say.

WARD:And so I spent some time over there and we had some amendments we tried to get them to agree to, but Wilson told me at the very last that we've just got to pass the bill and we just don't have time to consider amendments. After the bill passed, I talked to . I said ", hell, it's a matter of the chamber of commerce. It's - there are some real serious questions about some provisions of

the bill and what they'd do to industrial development in . And. . . . there's other problems in connection with this thing that these amendments address that ought to be considered." I said "You passed the bill, now, the least you ought to do is to try to set up some kind of framework under which some consideration can be given to regulations under which the bill is going to be administered. " He said "Why don't you sit down and put your ideas in writing?" and I did, and he said "I'm going to take them to Joe and Bert. " And he did, he got in touch with him and said Bert OK'd them. Appoint an advisory committee on regulations with you as chairman. So we set up what I consider to be a real good committee, not just another stacked game - but people with some good suggestions. And we worked for three or four months I guess, with the department of revenue and others on proposed regulations. We. . . .

for example, on manufacturing. In certain manufacturing processes, particularly with steel making, there are some products that go into the manufacturers' steel that's completely consumed during the production of steel. Our contention was it's obviously unfair for the industry to have to pay taxes - sales tax on these products that are completely consumed during the manufacturing. And then turn around and have their final products subject to tax, too. And they agreed to that. So one of the regulations was that products that are completely consumed during production you don't have to pay tax on them when you buy them. Just this one example, technical provision, the schedule – schedule under which the sales tax

would be corrected. For example, no tax on the first percent of sales, one cent from between. . . .got them to agreed to one. That helped sales. After we got through with them, I had a terrible meeting with, particularly retailers in explaining all the details and wound up with perfect acceptance. It's . . . . because they were reasonable.

PEARCE:Umm, were you surprised when Combs came to you and asked you to come back as highway commissioner?

WARD:Oh, yeah. Very surprised. Well, no. I don't think surprised. I was surprised - yes, but not particularly surprised that they asked me. I don't want to sound too damned egotistical about it - but hell, I had a reputation for being a good administrator and being honest, and straight forward, and the kind of reputation that they wanted in there as commissioner of highways because obviously, right after the scandal they had, they needed somebody who had a pretty good reputation. But yeah, I was surprised. Didn't want to do it - Gladys threatened to divorce me if I took it. talked to Earle about this?


PEARCE:And Earle said to go ahead and take it?

WARD:Yeah, he was, as I say, he called me before Combs did. I think Earle got sore at me before it was over because I didn't consult with him about what to be done.

PEARCE:Did Earle indicate to you there was great ( ) between Earle and Bert?

WARD:Uh-huh. [yes]

PEARCE:He did?

WARD:He felt Bert threw him to the wolves.


WARD:And. . . .I don't think he ever recovered from that. I know when. . . .when I ran for governor, I hadn't been as close to Clements as I had been. I just assumed that he was going to be for me, he wasn't, he was for Waterfield in the primary. Told me that. "I'd become very close to Harry Lee to get out of it. I'm a director of the insurance company and. . . .and . . . .and I said. . . ." and I'm tied up with Bert Combs."


WARD:Of course, after the primary, he did all he could for me, but. . . .[long pause]

PEARCE:That's strange. That's – that's unusual. Ah. . . .when you went into the office, what was the date of that, do you recall?



WARD:I would say, of course it was in the last of June or the first of July. It was in the middle of summer.

PEARCE:In '62?


WARD:No. . . .'60! Primary election was ( ) in '59.

PEARCE:Right. And you went in. . . .

WARD:And Earle resigned in June . . .

PEARCE:of '60.

WARD:of '60.

PEARCE:'60. How do you remember that? Huh. Uh-huh.

WARD:I was commissioner a little over six years.

PEARCE:And you went in as highway commissioner. What did you find?

WARD:Well. . . .

PEARCE:Did you know Bert? Bert was terribly committed.

WARD:Oh, yeah. Uh. . . .

PEARCE:Would. . . .would you explain the. . . .It was not an unusual commitment so much as it was a commitment to keep doing things the way they had been done?

WARD:Primarily, they. . . . insofar as - it's a matter of purchasing concerns, for example. Uh. . . .the uh, incidentally I don't think it. . . .put any of this on tape, I was telling you all about this at lunch or our call, do you want me to go over it, then?

PEARCE:Yeah. Everything that you would like to have, and this doesn't have to be in the least in . . .

WARD:Well, I'm going . . .

PEARCE:Anything we would like to have. . . .anything I think that would help the record in the future.

WARD:Yeah, because actually I have refused to. . . .there have been occasions to talk to publications about that stuff, because after all, I feel very friendly toward a lot of people that . . .

PEARCE:and this has nothing to do with publication . . .

WARD:and I'm not about to hurt . . . . Uh. . . .as I. . . .the first day in office, in order to. . . I was convinced that I had to get on top of Kirtsey, because this was where the scandals had arisen. So I issued an order that there'd be no more purchases without my personal approval. Uh. . . .I gradually worked out a plan, including employing some people in purchasing of equipment in whom I had confidence. So that this rule was relaxed on everything except the equipment. The heavy equipment, particularly. I hired a man I considered to be a specialist of highway equipment, that worked when highway equipment dealer knew the game . . .

PEARCE:Who's that?

WARD:Uh. . . .Tom Wolfe.

PEARCE:Oh yeah, I know Tom.

WARD:He's now with an outfit out of .


WARD:And, uh. . . .we developed plans for specifications for equipment to guarantee that there'd be - it'd be open - they'd be wide open for competitive bidding. Did this on everything you can think of, including trucks and automobiles, incidentally. Because the practice had been to rig bids on trucks and automobiles as well as anything else. I remember going to buy a new automobile for the commissioner, and the dealer from up in, in northern Kentucky came to see me, and said "I've been trying to sell the highway department a vehicle for years, and never been able to because they rigged the damn bids and keep freezing me out. " I said "Well, you bid this time, because it's going to be wide open. " He did, and he [laughing] bid , he must not have made any money at all, because it was practically, he gave it away, but he got the bid because it was wide open. We. . . we - particularly in connection with the purchase of scrapers. At that time, the highway department bought a lot of them because they was maintaining the hell out of a lot of gravel roads, around the state, particularly rural roads. Which required graders. And they're expensive, they cost four to six thousand dollars apiece. I -I found very soon, because I, from various sources found out about it, that it had been the tradition for the highway department to have a deal where a certain manufacturer, to a designated agent in the state, to represent him in putting in bids on scrapers. And they designated an agent as someone that someone that was named by the governor. And, uh. . . .the Combs administration had bids agent. . . whose name I still can't recall (was Scooce Sherwood, stayed with him) and

End of Tape 2, Side A

Tape 2 Side B

WARD:and the commission to the agents on graders was running as high as forty percent.

PEARCE:That's a half million dollar machinery.

WARD:I was determined to bust this up. And we developed specifications, because what they would do, hide specifications - was something in there that only that particular grader would be. And we had to develop specifications that were wide enough and broad enough that would, any of the reputable manufacturers would be. And we did. And we bought graders for half what the state had been paying for. Of course, I got tremendous kickback that this was unfair - that uh, the promise had been made that they'd have these commissions - and uh, but I said "Well, we're not going to do that anymore. " They had the same kind of arrangement - incidentally, as far as Combs is concerned, this was merely a continuation of a practice that'd been in effect I don't know how many years. But they had the same kind of arrangements on buying automobile truck tires, batteries, gasoline, oil, all those. . . .anything the highway department bought they had a deal with it and they. . . .under the commitment they would, in advertising for it, they'd rig the bid in such a way that only that particular brand was going to compete.

PEARCE:When - when Earle asked you to take over from him did he give you any indication that you'd be expected to honor these commitments?

WARD:No. Not Earle. Neither did Bert. Because my understanding with Bert was that I told him, I said " Bert, you're in trouble - your administration's in trouble over purchasing. And I've got my reputation to maintain. Because I expect to go back over to the Chamber of Commerce, and I'm not going to come over here and ruin my reputation about participating in any kind of deal regarding purchasing. And if you name me a commissioner of purchasing, my god, it's going to be wide open, to competitive bidding. Everything we buy. " He said "That's all right. I want you to protect your reputation, because if you protect your reputation you'll protect mine, too." So I think Bert was in complete agreement with what I was doing. He just had to. . . .to concede that these people that were so disappointed that - yeah, he'd committed to them, but this fellow Ward over there, he was just a hard-headed nut - that I can't make him do these things. So, uh . . . .as a result of these policies we- we bought at prices, at say, half what they'd been paying. Of course, practically everything the highway department had. We - we also developed some real close supervision over bidding by a contractor. And that one was the toughest thing in the world to keep the highway contractors from agreeing among themselves to divide up bids. The hardest thing in the world to catch. Hardest thing to prevent. Fortunately, the contractors - there hadn't been a whole lot of work. And there were a lot of hungry, hungry contractors - see that was in '60, and uh. . . .there hadn't been a whole lot of work, and we were able to get pretty good bids for a long while, but I don't think there's any question but that at times, there was probably agreement among some of these contractors.


WARD:Say it's the hardest thing in the world to keep - to try to - the federal government's been working now for years to try and catch it in several states and having some success with it. The uh. . . .there was a tremendously bad morale problem in the highway department. The salaries were low. Patronage was the name of the game. The tradition was that the governor's campaign chairman of the county would be his contact man and he would do the hiring and firing in the county of the highway crews. Again, that's tradition, and I bucked it, and didn't always succeed, but, because we had to get the work done. But in some cases it was not a bad thing. I can well remember Strother Melton of was the contact man. Strother was a very decent fella. He was an insurance agent and didn't need the money, had been in the state senate. Loved politics. And Strother was interested in getting the job - a job done. Strother had his reputation, too. And so, it was helpful when you had a fellow like that in charge, really helpful to get their help, because it was help in screening out undesirable and then hiring really good people. So in many instances that system was not that bad. But I'd say in the majority of cases, it was bad. But the combination was that the. . . .the morale among, particularly among the engineers was very bad. Out in the districts, they . . .oh, hell they were housed in old garage buildings, and messy places, and they didn't. . . .their reputation not very good because of considerable pure politics. And I set in trying to better that. One of the things I did was build a modern highway office building in every district. Nice buildings. So that they'd take some pride in their surroundings and their jobs. I initiated a campaign to try to bring along some of the younger engineers and uh. . . .I found pretty early that to accomplish that, I had to get rid of a lot of deadwood, and one way to do it was to adopt a policy requiring mandatory retirement at 65. 'Cause there'd never been a policy of retirement. Generally when a fella got up to seventy years or so, they put him in some soft job, and the planning division was filled with these old fellas that outlived their usefulness, still on the payroll. So I initiated a policy requiring retirement at 65. We lost some pretty good engineers as a result of it. We got rid of a tremendous lot of deadwood, and that was encouraging to a lot of these younger engineers , who -so many of them had worked two or three years for the highway department and quit and went out in private industry because they figured there wasn't any future in the highway department. Promotions generally had been on the basis of seniority and stopped that, and brought in some of the younger fellows, and promoted them right along, and encouraged that morale situation. I'd say that in this area, there were three, three major areas I concentrated on. First getting purchasing under control, personnel, planning. Planning - we had no planning. It was a place where we dumped these old fellas. Completely reorganized it, put an entire brand new young personnel in there and brought the thing along. Hired some outside consultants to do some, like Wilbur Smith and Associates, to do some consulting work on particular surveys. Completely revamped the system. We took a lot a roads off the system, and put some others on. Added that and then, then push on in and get an interstate system underway right fast. I'd - these were the accomplishments that. . . .

PEARCE:Where is. . . .where is the parkway, mountain parkway? Was it sort of in a separate division?


PEARCE:Because it was a toll road?

WARD:No – no it was built just like any other highway operated.

PEARCE:It was started, according to May, the night after Bert's election, they met in the Rathskellar of the Seelbach, you and Earle, you and Bert, and Earle and two contractors. And agreed to start right that day throwing dirt on the mountain parkway.

WARD:Well. . . .I don't. . . . of course I wasn't there, so. . . .it may have, but I doubt it.

PEARCE:Personally I don't remember that.

WARD:I don't either. Cause I . . .

PEARCE:May says that Henry Spaulding was greatly to be credited with laying out the mountain parkway and he'd had it laid out months before.

WARD:I'm not surprised. Henry Spaulding had worked on trying to get a modern highway between and ( ) years.


WARD:Yeah, it. . . .I'd say he's more responsible than anyone for the road. I. . . .I think that was wrong about starting work right away, because I have no records now of when I came in and became commissioner. I'm not sure.

PEARCE:Um. . . .there's lots of little inconsistencies here that I can't account for, but when you ( ) in the paper of them. Bert says that. . . .Bert says he hasn't, and also hadn't. . . . fellow from Pikeville, also had plans for mountain parkway, ( ).

WARD:I think I know who you mean. He's an insurance man. . . .One time was state purchasing director.

PEARCE:Norm Chrisman.


PEARCE:Norm always pushed for that.

WARD:Yeah, was. . . .was a real leader.

PEARCE:Yeah, his son - um. . . .you started . . . .you started work on the interstates.

WARD:Well, it had been authorized by Congress to let, very little had been done about laying out any of the routes, planning for . . .

PEARCE:What- what was the procedure? You and the state highway department laid out the general route?

WARD:The Bureau of Public Roads had to approve it.

PEARCE:approve it.

WARD:They initiated it.

PEARCE:engineers and specifications and so forth. . . .of the roads, the standards.

WARD:federal standards, but not, not restrictive and not . . .

PEARCE:It didn't say anything about sureties, drainage, thickness, and...

WARD::No. They. . . .well, some general rules regarding access . . .


WARD:General - general rules regarding the shoulder widths, median strips, pavement types, ( ) state. See, of course that pavement type, the reason for that is because it has to be special studies of soil conditions to determine pavement type. The . . .

PEARCE:What were the day to day relation between you and the governor's office? Weren't you in all the cabinet meetings? Did you and Bert get along well?

WARD:Personally, very, very close. We didn't really have any day to day contact. We got the closest contact you might call is one that- he had a fella who handles his packages in his office.

PEARCE:Green did, sometime, didn't he?

WARD:Well, there was one time, he wasn't the main one, though. And had contact with him for a lot of stuff - come and get jobs for his people.

PEARCE:Who...who were his patronage ( ) I thought Johnny handled them


WARD:I can't remember his name, worked for the Appalachian hospital program later.

PEARCE:Oh, yeah. Fontaine ( Dunn ).


PEARCE:Yeah, right. You don't remember Fontaine?

WARD:Personally, but he didn't get along with me very well because I - he didn't win

very many, but he was in a position where he always felt "I tried, and damn it, Ward wouldn't go along."

PEARCE:( ) So you wouldn't say it was a problem, would you?

WARD:No. No, because I had such a firm commitment from Bert and in backing- incidentally, because - hell, Bert - Bert approved of what I was doing. In fact he told me after the election, we got to chatting about it. He said " I..." he said "You and I kidded each other a lot, seriously - but seriously, I want to tell you how much I appreciate you coming over here and doing what you did."

PEARCE:Who, who were the powers around Bert? Who had the ( ), did anybody? To whom was he very sensitive?

WARD:I think was influential. Lewis Koch was influential. I think May was. In a way, I don't think Bert trusted too much, but he - he was. . . .He was influential [laughing], for one reason he was so determined, you know - May's the type who wasn't going to sit back, he . . .

PEARCE:There was no subtlety about him.

WARD:No. . . .he was ( Bill Starkman) was close to him. Pritchard . . .

PEARCE:How about Felix Jones?

WARD:Yeah, a lot of confidence in Felix.

PEARCE:Maybe not close.

WARD:No. I don't know what, he didn't have big enough. . . .Felix was very, I always felt Felix was sort of pushed aside into a total authority job, I don't know why. Felix wasn't as influential as he had been - has been.

PEARCE:He worked under Earle.

WARD:Yeah. Started out under Earle.

PEARCE:He and Bob Bell, they always call them the southern region boys.


PEARCE:( ). Did you – did you ever talk to Bert about the sales tax revenue bonus thing?


PEARCE:Did you ever talk to him later about how he viewed his overall administration?

WARD:Oh, not in any great depth. We talked generally. He felt he made a lot of accomplishments, and did. I didn't talk to Bert very much about legislation except that which might have affected the highway department. And strip mining. I was very active, in fact, I wrote the first state strip mining law in nineteen and fifty-two.

PEARCE:Want to tell me about that?

WARD:We didn't get it passed. And, I assumed that, this was before the '54 session, called one day, and said "You ready with that strip mine law?" I says "Hell, I thought you forgot about that." "No, by god I said I was going to pass one - and we're going to pass one, this time too." And we did. And the thing was put into the department of conservation for administration. It had a special division.

PEARCE:Who- who was doing that? ( ) or was that more under Bert?

WARD:On Happy. No. I hired a man who was a. . . . had worked with soil conservation services, what do you call the engineers that build water control?


WARD:Hydrologists. The name, right now, I can't remember. But we started the program, and . . .

PEARCE:How, how do you get mixed up in the strip mining?

WARD:In conservation.

PEARCE:In conservation. Was there strip mining going on then?


PEARCE:Most of it in west , or had it started . . .

WARD:Mostly west . And we started the first demonstration project, too, to control. We had one down on off the mountain . . .

PEARCE:Mountain or western?

WARD:. Off what is now the west parkway.

PEARCE:Yes, that was the old Badgett mine.

WARD:I don't remember. But it was in. . . .I can't remember, but we had the -had the first program. Bert acquired the first permits. First supervision of it, I suppose. course, it was compared with modern administration of it, was a very ( ) sort of thing. Didn't have as much strip mining going on then. But we started.

PEARCE:It hadn't really hit east big, had it?


PEARCE:Started the first big strip mine on the ( ) down in county starting outside of Middlesboro in about '52.

WARD:No, it started. I know I remember we had a fight with one outfit claimed it that it owned the mineral rights to state park. state forest. And determined to exercise their rights to strip. We took them to court and won the battle, that was way back in when I became commissioner of conservation, I enacted in connection with legislation. In 1960, during session of legislature, some legislation was proposed regarding strip mining to approve the law. And Bert, I guess, he knew some way I had been interested in it before, asked me to help keep an eye on it. I was with the chamber, but I was over there a lot, and I did that. And watched it carefully.

PEARCE:Was Matlick in there? J.O.?


PEARCE:Where'd you find Matlick?


PEARCE:Where'd you find (Chet) Matlick?

WARD:He ran the Kentucky Farmer magazine in and was active in agricultural circles. I - I discovered that the bill was had passed the house and went over to the Senate. And I started checking on it, and the bill which had recorded the senate, was not the bill which had passed the house. [laughing] God, I raised hell, and the clerk lost it everywhere and they finally found it. But somebody just tried to pull something.

PEARCE:Lose it, uh-huh. What year was that?


PEARCE:I want to get back to the highway department thing . You said you were highway commissioner for six years. In the last of two of Bert's years, or three of . . .

WARD:almost four . . .

PEARCE:of Bert's . . .

WARD:Yeah, see I went in, in the middle of . . .

PEARCE: '60 . . .

WARD:'60, so it was about six months after . . .

PEARCE:and then you were, you went over into Breathitt's.


PEARCE:You want to talk about - was there any difference between the Breathitt and the Combs administration as far as you were concerned in highways.

WARD:Well. . . .I'd already gotten of course established ,and a lot of the fights that I had were over purchasing and personnel, and planning - those were out of the way.

PEARCE:Who-who did you have for planning?

WARD:You remember Calvin Grayson was . . .

PEARCE:Yes, right.

WARD:on the commissioner. He was assistant director. Boy, my memory. Told you I had a bad memory for names. Bob. . . .

PEARCE:Was Bill Ryan in there?

WARD:Oh, he was a . . . .a - he was on the payroll. Clements had had him. And I kept him on, I found he was right helpful to have around. There was a lot of political errands and a lot of kind of things that there's certain. . . . certain. . . . regardless of how independent you may be, there's certain things you - in connection with, you're in a political position - there's certain things that in connection with ( ) politics you have to do, especially ( ) and Bill was very helpful on political errands.

PEARCE:You were there then. Did you take any part in Ned's campaign?


PEARCE:against Happy.

WARD:Well, not openly, because commissioners were prohibited by federal law from. . . . If you , if you administer federal funds - you're not supposed to be active in politics, so that you couldn't be openly active.

PEARCE:What did you think of that campaign?

WARD:[Sighing] Well, Ned of course, had problems because he was relatively unknown. And young, and looked younger than he was. A certain amount of antagonism built up, Combs had violated his promise not to have a sales tax and passed one. So it was a rough campaign and of course Nunn almost beat him. He only won by 14,000 votes. And . . .

PEARCE:Were you surprised when he beat Happy?

WARD:No. No, I think by that time Happy was way beyond his prime. Way out there. Of course, he'd more so when he ran against me - that's what [laughing] probably cost me the election . What an arm wrestling he gave. You see, I won over 100,000 votes and just got everybody so damned optimistic that I couldn't get anything done - all during the summer clear up to September, no body would do a damn thing. I went home, and practically closed headquarters down.

PEARCE:Was your job under Ned - did he just ask you to say on?


PEARCE:He just asked you to stay on - Ned did?

WARD:Yes. I think he sort of took it for granted. You see, I had - they had talked me

WARD:into agreeing to run for Lieutenant Governor when Breathitt ran. They wouldn't take me as the cabinet's governor, but they insisted that I run for lieutenant governor. And I reluctantly had agreed and was unhappy about it. I thought it was a mistake and I just didn't want to do it really, but they kept on at me about it. And, the problem of being unhappy about that and the pressure of thinking about running for office and trying to be highway commissioner too. That's the kind of problems - and about ten days before the time for filing came out, I had a stroke.

PEARCE:Do what now?

WARD:( ) put in the hospital, and the doctor later on said it -you're lucky really because he said it really wasn't a stroke, it was what was called a spasm, although it. . . .it - I had partial paralysis and my speech was affected about a month. But anyhow, I was lying up in the hospital. And I told them I can't run, then, obviously I - I can't announce it because I'm in the hospital. They didn't much believe me [laughing] I think because they knew I'd been reluctant to run, anyhow they sent over to the hospital to see me. I guess to verify what - that I was really in the hospital. I guess he went back and convinced them because I, my speech was affected. So I...

PEARCE:Who'd they get?


PEARCE:Who'd they get to run?

WARD:Nobody. Waterfield ran and ( ).


WARD:Nothing was said about it. I went back to work in about a month. And gradually got back where ( ) a doctor's care all the time. And, I don't know, I think they sort of took for granted that I'd stay on. And said something one day about it, I said "Well, I'll stay on, Ned, but I won't stay if you put Bert's cousin Ted Markham, in there for rural highway commissioner. "Oh I'm committed, I'm committed!" I said " O.K., get yourself a highway commissioner, because I' m not going to put up with him another four years. I've had that with him now - and I'm not going to do it cause he's a son of a bitch if there ever was one. " I of course, I just ignored him, I took him . . .

PEARCE:What. . . .what was your big difference with Ted?

WARD:He just was a typical mountaineer politician who wanted to have everything. He had, at that time, the rural highway money,

PEARCE:Two cent money.

WARD:Was conveniently spent just as they damned pleased. And in the first six months there he had committed six hundred thousand dollars in , in his county. And he was seeing to it that by god, that he was going to see to it, his friends and Bert's friends were taken care of.

PEARCE:He was trying to please Bert.

WARD:And I said "By god, you're not going to do it. " And I told Bert, I said "Now it's not going to work this way. So one way to guarantee that it'd work that way, because the '62 session legislature I had a bill introduced setting up a formula for distribution of the money among the counties. Ratio of so much per area, population, miles of roads, and distributed on that basis. And Bert was very unhappy about it. And I said "Well that's the way it's going to be." I got the bill passed [laughing]. They say you can't get a bill passed without the governor but I some influence with the legislature, and so that control, the....distribution, and I also required that it had to be agreed annually- had to be an agreement worked out with the fiscal court of a county on where that county share of the money would be spent - how it would be spent. And written up in contract form. And I required that these contracts be submitted to me for approval. I just completely bypassed Markham, and of course he was mad and tried to cut me every opportunity and snipe at me and I just wasn't going to be go over there again and go through that ( ) again. So Ned gave him a (sighing) job as assistant over in his office. It didn't make any difference in our relationship. Ned. . . . I had to. . . .I had the best relationship with Wetherby of any governor. Ours was a real close working relationship, real personal relationship. Gladys and Helen and Lawrence and I played bridge a lot, and got ( ) together. And I'd say it was extremely close but (didn't expect my relationship) with Bert - Ned was very close.

PEARCE:Was close?

WARD:Very close. Uh-huh. I had a lot of respect for Ned and he had a lot of respect for me. And a completely free hand. The only [laughing] commitment he had, and Waterfield trapped him into that, was to extend west parkway down into purchase and he made that commitment he had Waterfield out there on the campaign trip one time and . . .

PEARCE:This is the extension you're speaking of is the purchase parkway?



WARD:And made a commitment to. . . . said we're going to commit to run it, oh, it was from the station in the west parkway down to , to Mayfield, Fulton. And I said "In the first place, Ned, it's a damned silly commitment and in the second place, how in the hell you going to run a highway ( ) from ( )......

PEARCE:How was it going, through ?

WARD:It skirts . Close to it but it's almost straight line from, from, out near to . It skirts, skirts Mayfield and Benton. ( ) It. . . . it's just not a good road, it's wasn't justified. It was the only one commitment that that Bert had, I mean Ned made, that he felt so strongly about because he - it was the only one he got his neck stuck out on, since ( ) (laughing), I had so many of these problems when Bert was over highways that this one wasn't so bad. And I guess hell, it was my home territory. I couldn't feel too badly about it. Oh there was - it was not a good- it'll pan out since west parkway has now been completed. It'll do a lot better.

PEARCE:Um. . . .But you had no, no episodes under Ned similar to those you had under Bert?

WARD:No problems about patronage, highway promises, that sort of thing, purchasing, none of that. Of course I eliminated the purchases, so. . . .

PEARCE:In your opinion, did Bert have to make those commitments? Were they expected: WARD:(sighing) I don't know. It's hard to judge those things. Uh, and some of them were, well, I'll give - I guess one of the best examples because I ran into a storm after I went over there. They asked me to come down to Bowling Green to a meeting of the chamber of commerce and they pulled out letters, newspaper clippings, letters from Bert, committing that if elected governor he's going to improve old 31W all the way from Louisville to Bowling Green. And they said, "Here it is in writing, no question about it at all. So when you going to get started on it? " Well, I had everybody prepared because I knew what I was going to do and I said " I'm not going to do it." "Oh, damn you!" "Your governor Combs is committed to it." I said " I know he is. He agrees that he did." But I said the thing, there's a factor that Combs wasn't aware of, when he made the commitment and you all didn't were aware of it either. Interstate 65 is going to be built in down through your into . And I want to build Interstate 65 if it goes fast, it'll be the first one in built. It generally parallels 31 W. Now, it wouldn't make any sense at all to build Interstate 65 and come along and four lane 31W that was the commitment right along side of it and I'm not going to do it. State doesn't have that kind of money to be that foolish and I didn't take this job to be foolish and Combs didn't ask me to take this job to be foolish, so I'm not going to do it. But I'm going to build Interstate 65 fast. Well they weren't happy, they were mad. Stayed mad a couple years. But when I got Interstate 65 open, I talked to some of those same people,

and I said "Now what do you think of it?" "Well, of course you're right." But, I don't think Combs knew anything about Interstate 65 going to go through there when he made the commitment and to talk about improving 31W didn't sound so bad at the time. Now he felt he had to do it.

PEARCE:Hmm. If you don't mind, let's go back now to the conservation aspects of your career, which really sort of got you into state government.

WARD:Yeah I had been interested in conservation. It was somewhat a coincidence, after I became commissioner, to find how many, how much legislation had been enacted that I had sponsored-administered with the department of conservation. I had been very much interested in parks and had worked like hell to get a big increase in appropriations for parks. I don't know why - I'd always been interested in agriculture. I had worked as a newspaperman fairly closely with the farm bureau in . I had - was very close to Bill Johnstone, who was then county agent in Paducah, and we, with the newspapers, sponsored the first soil conservation district in Kentucky in McCracken County, got it there. And we got it established and a watershed which served, you know, the hometown. So I was very much interested in following the soil conservation program from its very inception. I became interested in - in water, as a resource. I sponsored the act under which agreed to be a member of the a compact with the states. I sponsored the legislation. I sponsored the bill which provides for the operation-creation, of soil conservation districts in , would wind up in department of conservation, forestry, soil conservation, water pollution control. Was a member of the Ohio Valley Commission for eight years, was chairman for one year, very, very interested, very active in the program. I was soil conservation district division in the department, supervised the creation and operation of soil conservation districts. I mentioned strip mining, water pollution control division there, I was a member of the state water - I wrote the act for the water-Kentucky state water pollution control commission and it's in the department of conservation administration.

I - I've been extremely interested in the whole broad subject of water, and the water is 's most valuable resource - it's only really renewable resource that and forestry. I sponsored some legislation related to water rights - there was no statute of any kind in Kentucky regarding water rights and - in other words, anybody could go out and build a dam on a stream and block it up and take all the water and there was nothing in the law to keep you from doing it. This act provided that he could not deny downstream owners from their rightful share of water so that my legislative background and my own interest as a newspaperman, as an individual, in conservation just sort of naturally fitted together in addition to the park thing. And of course at that time on the big vision of conservation was publicity, so that fitted in too. We developed a . . .

PEARCE:Were you sort of surprised when Earle asked you to do that? You had been a critic of his.

WARD:Sure I had. I'd opposed him . . .

PEARCE:Yeah . . .

WARD:when ran for governor and I told him that. . . .in fact . . .

PEARCE:Did you feel that he was getting a critic out of the way, maybe, and getting a critic on his side?

WARD:Well, there was a little of that . Yeah, I think Clements was he was a master at that sort of thing.

PEARCE:Did you think that there was something of that later when Bert asked you and me and Herman Evans to be on that park board, that he got on his side the three men he didn't want carping [laughing] at him on editorial pages?

WARD:No, I don't really think so because, see, hell, I - I'm the one that promoted the park board idea and wrote the law and got it passed and talked them into agreeing that we three ought to be named [laughing]. No I don't think he thought that. I think Bert was sincerely interested in having the park program and he really thought we would do the kind of job that we did. No, I - I....of course I don't .....I don't.....particularly in your case, and a little bit I guess in Herman's they figured it wasn't going to hurt him to have courier journal fellow over there on one of his boards. That's - that's not - there's nothing harmful in that.

PEARCE:I didn't say there was any harm in it. I just wondered if that wasn't the motive . . .

WARD:well it was . . .

PEARCE:possible motive . . .

WARD:to it.

PEARCE:You went in under Earle as conservation commissioner. When was strip mining, for example, called to your attention. You said that you. . . .when did it become serious?

WARD:After I became commissioner because I wasn't really aware of it at that time.

PEARCE:Did start down in west ?

WARD:I don't think they started it there. Of course it had become quite a problem down


End of Tape 2, Side B