This is a partial transcript from "The O'Reilly Factor," December 7, 2005, that has been edited for clarity.

Watch "The O'Reilly Factor" weeknights at 8 p.m. and 11 p.m. ET and listen to the "Radio Factor!"

This is a partial transcript from "The O'Reilly Factor," , that has been edited for clarity.

BILL O'REILLY, HOST: In the "Personal Story" segment tonight, a rare interview with Howard Stern. Monetarily speaking, he is the most successful entertainer in the USA after signing a huge contract with a subscription radio service. Over the next three nights, we will give you a No Spin look at Mr. Stern. Tonight, we'll concentrate on the business side of his empire, tomorrow night on his act and Friday the toll success has taken on him. Here we go.

(BEGIN VIDEOTAPE)

O'REILLY: All right, Stern, you can't be serious, can you? Look at you. Five hundred million bucks. That's what I have here. I don't believe it. But five hundred million bucks! That's what Sirius satellite radio going to pay you in five years. Is that right?

STERN: Well, first of all, I'm worth every penny.

O'REILLY: But is that right? Is it $500 million?

STERN: It's not exactly right but...

O'REILLY: But it's close.

STERN: I don't talk about my salary.

O'REILLY: I understand.

STERN: Because if I try to hire a plumber, I can't get one to come to my house because they think I'm walking around with $500 million.

O'REILLY: But this is in the ballpark, $500...

STERN: No, it's not in the ballpark. I'm not making $500 million, but I'm making a lot of money.

O'REILLY: OK. But it's you and your operations. We're saying your corporation.

STERN: Right.

O'REILLY: They're paying your corporation between $80 and 100 million a year.

STERN: Listen to you. You are so jealous. That's why you sell all those tchotchkes every night at the end of your...

O'REILLY: You want to get that out of the way up top?

STERN: You want to do the tchotchkes later or you want to do it now?

O'REILLY: Let's do it later.

STERN: All right. Well, you've got a good answer. You do it for charity. So that's...

O'REILLY: Yes, you already know that. Your informants tipped you off. But I've got a couple of beefs with you about it but we'll...

STERN: Do you understand what happened to me since they came into this building? You don't want to get to the tough stuff?

O'REILLY: No, we don't have time for that.

STERN: You don't care?

O'REILLY: No. I don't care what happened to you. I know you're in makeup chair for a long time and it's obvious why. And the hair.

STERN: Well, I need makeup because I said that you are the Brad Pitt of this channel. And to really sit here with Bill O'Reilly and try to look good next to this handsome man, I said you'd better put a lot of makeup on me. And I'm sitting there, and while I'm in the chair, Geraldo comes waltzing in...

O'REILLY: Talking about a handsome man.

STERN: Yes. But Geraldo — first of all, you doesn't even recognize him. The guy's got like five pounds of makeup. He's beet read.

O'REILLY: He's 80 years old. Give him a break.

STERN: He's got to be. He's got a 4-year-old wife and he's got a 1- year-old at home, I said, "What are you doing? You've got to relax."

O'REILLY: But look at your hair. I mean, every curl is manufactured. It's terrific. And you're a radio guy. You're not even on TV.

STERN: I am on TV. I'm on OnDemand and I was on E! for 11 years.

O'REILLY: Yes.

STERN: It was the No. 1 show on E! for 11 years.

O'REILLY: It was exciting. I mean, you and Joan Rivers. I couldn't get enough of that.

STERN: You...

O'REILLY: OK.

STERN: Go ahead. So I make a lot of money. Does that surprise you? I'm probably the most...

O'REILLY: No, no, no, no, no. But I want to get to the economics.

STERN: OK.

O'REILLY: So $80 and $100 million a year go into your corporation. You go on Sirius, the satellite radio channel. OK? How are they going to make a profit? I mean, how many people do you think are going to go over — what are they, 50 bucks for that thing, subscription?

STERN: Bill, is it my problem if they make a profit?

O'REILLY: No.

STERN: Is that my worry?

O'REILLY: No.

STERN: They pay me to go there and entertain the people, and that's what I'll do. And they shall come.

What I've heard so far is that when I got there they had 600,000 subscribers, and lo and behold, it's been a year later now and I've been — certainly, it's been in the news that I'm going to satellite. They are now estimating 3.1 million people have joined Sirius.

O'REILLY: And how much is it a year to do — to get...?

STERN: Well, it's $12 a month for a radio subscription, and I think it is the best — if you want to get into this, I think it's the best buy in town.

O'REILLY: OK. So if you sign a couple of million then they can make money off that.

STERN: Sure. Of course they're going to make money. Satellite radio, it's inevitable. Because FM and AM radio have been so regulated, so overly commercialized, because the content has been so watered down, guys like me who make people laugh in the morning and appeal to millions of people, can't do our act anymore. So guess what's happening? Satellite radio will succeed.

O'REILLY: We'll see.

STERN: Much like cable television, which you're on, has succeeded because you can program...

O'REILLY: But FOX has succeeded, but MSNBC is a disaster, so it's not a lock. But I'm glad you gave me the segue.

STERN: Trust me. With me, it's a lock.

O'REILLY: OK. We'll see.

STERN: Right.

O'REILLY: What are you going to do differently? Are you going to, like, curse every two minutes? Is that what you're going to do?

STERN: No. I think you know better than that. And you better calm down. Sit back in your chair, stop getting in my face.

O'REILLY: I'm OK. I'm relaxed.

STERN: Because I'll smack you around. You know that.

O'REILLY: You know, that would be good because my lawyers, Swifty, is right over there.

STERN: I would take you...

O'REILLY: Hit me, and I'd take a lot of that hundred million.

STERN: Go ahead, baby. It's all yours. No. But in all seriousness. What was your question again?

O'REILLY: Are you going to curse every two minutes?

STERN: No.

O'REILLY: What are you going to do?

STERN: Here's the deal. I can't do the kind of material I used to do 10 years ago. In 1987 I started getting fined by the FCC. And what happened was all the big corporations I worked for, Viacom, Clear Channel, they bowed to the government. They didn't challenge anything. They didn't go and say, "Gee, are we really indecent or obscene?" I don't think there's one thing I've ever said on the radio that would have been found indecent or obscene.

O'REILLY: No, you just talk sex talk.

STERN: Big deal.

O'REILLY: Are you going to ratchet that up?

STERN: I don't know. You know, there's no restrictions. Here's the analogy. You ever watch the Chris Rock special on HBO? His first one? I think it's some of the most brilliant comedy I have ever seen.

O'REILLY: But there's a lot of F-words in it.

STERN: There's a lot of language.

O'REILLY: There's a lot of concepts that they couldn't allow on network television. If you took that same special and you put it on NBC television in prime time, they would chop it up and edit it...

O'REILLY: You can't use the F-word in prime time...

STERN: You'd be bored — forget it's the F-word — you can't talk about certain aspects of your sex life. You can't talk about certain views that you might have, or topics. This special would be horrible. That's the difference.

My show was revolutionary, ground-breaking. When I came on the scene, people were not doing a thing. There were no Bill O'Reillys, even, who gave their opinion. I remember news guys used to be, "Call us with your opinion." News guy didn't even give his opinion.

The state of radio changed when I got into it. I want to get back to that. I am tired of being harnessed. I want to get back to what I was doing 15 years ago.

O'REILLY: But people don't know what that is, so pitch it...

(CROSSTALK)

STERN: Well, my fans know. My fans know exactly what that is.

O'REILLY: Does it mean more four-letter words? What does it mean?

STERN: Yes, I believe blue material is funny, but if that's all you've got, you're dead in the water. It's not good.

O'REILLY: All right. So it's going to be more blue material combined with what?

STERN: It's combined with doing everything that I ever did. I used to do bits. I did a bit at NBC, going back to 1980 something, called the Bathroom Olympics. I would run around the studio — I'd have a guest in there. If you were my guest, I'd say, "Hey, let's see if we can go to the bathroom. We'll time it, and we'll see who can go faster." I can't do that.

Now you might think that's not sophomoric. That might not be your type of humor. My audience used to eat that stuff up. Now if I mention going to the bathroom, the government fines me millions of dollars.

O'REILLY: OK.

STERN: I like bathroom humor. I like fun, man. I like to knock people's socks off. And I can't do it any more.

O'REILLY: So we can look forward to more four-letter words and bathroom humor for $12 a month.

STERN: Listen to me. For $12 a month — don't be a wise ass — for $12...

O'REILLY: You're telling me not to be a wise...

STERN: You're a wise ass. Because for $12 a month, here's what you get. You'll go out to a video store and rent a movie for $5, and that's one movie. You'll pay $12 or $20 — hold it, don't stop me.

O'REILLY: Go, go, go....

STERN: You'll pay $20 for a CD that you can hear, some music. For $12 — you get two channels of what I'm doing. You get commercial-free music off the charts. It is tremendous content.

O'REILLY: All right.

STERN: I mean, it's not just me for $12 a month.

(END VIDEOTAPE)

PART II

This is a partial transcript from "The O'Reilly Factor," December 8, 2005, that has been edited for clarity.

BILL O'REILLY, HOST: In the "Personal Story" segment tonight — and this might not be for children — part two of our interview with Howard Stern. As we told you last night he's now the highest paid entertainer in American history and his success is based upon a very simple concept, saying whatever pops into his mind, no matter how offensive it is. No, I have not copied that concept. Roll the tape.

(BEGIN VIDEOTAPE)

O'REILLY: Who's your primary audience? All entertainers on all these programs have a primary audience. Who is your primary audience?

STERN: You know as well as I do, my primary audience are strippers, hookers, and crack whores. And I love them all. My primary audience is anyone who likes to laugh. I don't look at my audience as a demographic. I look at it as a psychographic.

O'REILLY: Do you think it's more men than women?

STERN: Yes. There are more men than women.

O'REILLY: Why is that?

STERN: I have always envisioned the guy I'm doing the show for is driving to work. He's a buddy of mine. We're in the locker room, and man, we're talking reality. We're not talking politely. We're being honest, we're being real.

The secret to my show isn't dirty words. The secret to my show isn't potty humor. The secret to my show is honesty, reality — that I will say the truth.

I was interviewed by "60 Minutes." They asked me, "How did you wish death on a guy?"

I said, "Do you mean to tell me that you never wished that somebody was dead? When you saw those planes go into the Twin Towers, did you wish that Usama bin Laden was caught and killed?"

Well, I feel the same way sometimes when my back is up against the wall. I want Usama bin Laden dead. Our whole country does. And I've wished death on people on my show. People go, "That's outrageous!"

I go, "No, I'm just willing to admit it."

O'REILLY: All right. So your audience is blue-collar guys, working guys, regular guys?

STERN: No. It's not just blue-collar guys. People like to think it's like a bunch of beer-guzzling guys. There's a thing called "The Scarborough Report" and maybe you're aware of it, because you're doing radio now. They analyze not who's listening by age...

O'REILLY: Yes, demographics and everything.

STERN: They find out income, college education, and I have probably the most educated audience and highest grossing income audience. Dare I say more than you, Rush Limbaugh, anybody else. It is a phenomenal audience, a brilliant audience.

It's not, you're going to judge my audience by the guys who call in? No. That's not right. That's about a half of one percent.

O'REILLY: Is it still going to be lesbians on parade and strippers and all that?

STERN: Bill, there will always be lesbians on this show. I make this vow to you. As long as I'm breathing, there will be lesbians. I will give the people lesbians, because there is nothing sexier in this world, besides you, there is nothing sexier than two women getting it on.

And man, I'm going to do it. In fact, I'm going to take a lesbian dating game, and I'm going to blow it up into an hour show on my channel. You'll see the date.

O'REILLY: Will it cost extra? Is that under the $12?

STERN: That's all under the $12.

O'REILLY: OK.

STERN: Not as good as the Bill O'Reilly mug. How much is that?

O'REILLY: You want to get into that now?

STERN: Let's talk about that chazarai [Yiddish word for "junk"] now you're selling. It looks like you emptied out a junkyard and slapped your name on everything.

O'REILLY: OK, here's where we go.

STERN: And you've got a briefcase, the Bill O'Reilly briefcase. I wouldn't be caught dead with that. No offense.

O'REILLY: No, of course not.

STERN: Who's walking around with a Bill O'Reilly briefcase? I never would.

O'REILLY: No, of course there's no offense. You wouldn't offend me at all, would you? You would never do that.

STERN: Yes, I would. Sure, I would.

O'REILLY: I'm stunned. You didn't wish me to get cancelled, did you? On your show?

STERN: Not yet.

O'REILLY: OK. Now listen, you go on your show, and you say, O'Reilly's selling all these, what tchotchkes? Is that what you said?

STERN: Tchotchkes. Garbage.

O'REILLY: Garbage. OK.

STERN: Welcome mats. Bill O'Reilly welcome mat.

O'REILLY: All right. All right, whatever. Now you know that all the proceeds go to charity.

STERN: I don't believe that.

O'REILLY: You don't believe it?

STERN: What charity?

O'REILLY: OK. Habitat for Humanity, I just wrote them a big check.

STERN: What is Habitat for Humanity?

O'REILLY: That's when people, like you, if you cared about other people...

STERN: Me? Yes.

O'REILLY: ... would then build a house for poor people. Novel concept. In fact, you know what you could do?

STERN: And 100 percent of the profits?

O'REILLY: Yes. Everything I get. You know what you can do, though?

STERN: Doesn't this appeal to your ego? You make a lot of money. Can't you donate money to charity?

O'REILLY: I do that anyway. This is extra.

STERN: Why does this news...

O'REILLY: Are you filibustering now? Because I have a good idea for you...

STERN: Come outside with me right now. Let's...

O'REILLY: You can join Habitat for Humanity and build houses, Howard Stern, for poor lesbians. I mean, this would be perfect.

STERN: Now you're thinking.

O'REILLY: This would be perfect.

STERN: Now you're thinking like a degenerate.

O'REILLY: All the money that I derive from BillOReilly.com from "Factor" gear goes to charity, to help kids and poor people. And you are mocking it.

STERN: I'll tell you why I mock it. I mock it because you have such an ego.

O'REILLY: You're telling me?

STERN: Yes. At least there's some thing I don't slap my name on.

O'REILLY: What? What?

STERN: You have your name on jackets, mugs, pens, papers.

O'REILLY: It's all for charity.

STERN: Listen, you're a wealthy guy. Give money of your own to Habitat.

O'REILLY: I do that.

STERN: Let FOX News donate money to Habitat. You should take those welcome — when I'm walking around with a billboard of the Bill O'Reilly Show.

O'REILLY: Do you want a "Factor" jacket, by the way?

STERN: Yes, give it to me for free.

O'REILLY: All right. Give me the "Factor" jacket. I'm only going to give you this "No Spin" jacket if you wear it. Are you going to wear it? Look, this is a beautiful, beautiful jacket.

STERN: It's not. Let me tell you why it's not. Can I be a fashion designer for a second?

O'REILLY: Look at the way you're dressed.

STERN: You see this? This grabs you around the middle. A guy's got a gut, this is going to squeeze his fat.

O'REILLY: This is a terrific garment. Now are you going to wear it? I'll give it to you.

STERN: The "No Spin" jacket?

O'REILLY: Yes. With the flag, the American flag. You are American.

STERN: I won't wear it, but I will give it to a crack whore.

O'REILLY: No. You're giving it back. I'm not having this on some lesbian somewhere. I'm not going to have it.

STERN: But I'm proud of you. You're doing well.

O'REILLY: Thank you. I know you're only kidding around.

STERN: No, I'm not! I mean, you...

O'REILLY: This stuff does good for a lot of people. Let's talk about you.

STERN: You like your name on that stuff. It's ego.

O'REILLY: No, it's no spin. It's no spin.

STERN: All right. Go ahead.

O'REILLY: We were both raised in working-class families on Long Island, OK? Stern and O'Reilly. We both wind up at Boston University at the same time.

STERN: That's right.

O'REILLY: We're Terriers together, OK? We both reached the top of our professions. Ten million-to-one shot for me...

STERN: Eight hundred billion-to-one shot for me.

O'REILLY: How did it happen for you?

STERN: Well, I mean, I had a dream — you know, like Martin Luther King. When I was 5 years old, my dream was to be on the radio and to do something so revolutionary — to make radio sound real. Some people say our show was the first reality show. And I believe that.

I went on the air with a concept that I had when I was 5 years old. I was fascinated by the medium, but at the time, no one looked at me, especially my own father — and he'd say, "How could you be on the radio? I know announcers."

My father was a recording engineer and a radio engineer, and he said, "I know announcers. You don't speak well. You don't have a nice voice." He couldn't grasp the concept that maybe I could be a success at this.

And so my whole life has been devoted to proving him wrong, and showing him that I could be on the radio, and that I could make radio one of the most important mediums.

O'REILLY: Does that still drive you today?

STERN: Absolutely. I think so.

(END VIDEOTAPE)

O'REILLY: Now, tomorrow we'll talk about Stern's very unusual private life. It is somewhat difficult.

PART III

This is a partial transcript from "The O'Reilly Factor," December 9, 2005, that has been edited for clarity.

BILL O'REILLY, HOST: In the "Back of the Book" segment tonight. We wrap up our three-part series with Howard Stern. He's now the highest-paid entertainer in American history as I've said. Last night Stern told us that his success is based upon proving to his father that he could succeed on the radio. And his father continues to be the driving force behind Stern. Do you have a good relationship with him?

HOWARD STERN, RADIO SHOW HOST: Great relationship with my dad and my mom.

O'REILLY: Even though he didn't support you?

STERN: He supported me in his own way. He was one of these guys who would get me piano lessons. He ways always trying — I think he was afraid for me. I think he saw me falling down a path that was never going to come to fruition in a big way. I'd be a ne'er-do-well, a radio guy like me would not make money. I think he was genuinely afraid for me.

O'REILLY: Conservative man?

STERN: Some ways. My dad would sometimes vote — if you're talking about politics, he would sometimes vote Republican, sometimes vote Democrat. He would...

O'REILLY: Traditionalist though?

STERN: Yes, I'd say so. Yes, very traditional. When I got divorced it was a hard blow to him more so than even my mother.

O'REILLY: Does he have any problem with your material?

STERN: No. My parents always love humor and mixing it up. This is how we spoke in the house. Not necessarily about sexuality but they were never uptight about sex. A big bugaboo with me was sex. My mother got me a subscription to "Playboy" when I was 13.

O'REILLY: Your mother got you one when you were 13?

STERN: Absolutely. She said to me — I said "I want a subscription to Playboy and she said to me, "it's the human body."

O'REILLY: She was pretty progressive.

STERN: You're not kidding. She said to me I want to you know something. The women in Playboy are freaks. She goes, "You're not going to meet too many women with those kind of bodies." She said, "Take a look around and those are real women." She goes, "But if you want to look at a naked body, I could care less." And you know what, I got out the Playboy once or twice and I think that was the end of it. You know what I mean? It's not a big deal, sex.

O'REILLY: Now, you are a wealthy guy, now and you have a house in the Hamptons, and you go to Nobu and all these swell places. What's that about? I don't do that.

STERN: What, sure you do.

O'REILLY: No, I don't.

STERN: What do you do? You don't have a nice house now?

O'REILLY: I have an OK house, but it's nothing like yours.

STERN: You don't talk about — I live in an apartment in Manhattan.

O'REILLY: Oh, come on. An apartment. You live in a big high-rise. It's...

(CROSSTALK)

O'REILLY: I live in a nice house but it's a regular house.

STERN: You don't have a nice house?

O'REILLY: I have regular house.

STERN: You're going to paint yourself as some bum.

O'REILLY: My car's five years old. I live in a regular house. You're living large.

STERN: What's wrong with that?

O'REILLY: I didn't say anything was wrong with it. How do you feel about it?

STERN: Here's my problem with my lifestyle. I'm one of these guys who works so hard that I don't really have the great lifestyle you might imagine. I go to bed at 8:00 every night. So I don't go out during the week at all. We cook at home and we eat and we go to bed. Friday and Saturday night, no matter how broke I was — I made $96.00 a week for a real long time, I would always find a place to go, whether is was McDonald's or Nobu. It depends on what you can afford.

O'REILLY: But now you're going to Nobu with the swells.

STERN: Yeah, but that doesn't make a difference to me.

O'REILLY: Do you like to hang out with these pinhead movie stars? I mean, do you like these people?

STERN: There's some movie stars that I've met that have been tremendously nice people. I don't have celebrity friends. It's not by choice. I don't have any friends.

O'REILLY: You don't have any friends?

STERN: No.

O'REILLY: Why?

STERN: Anyone who knows me knows I hang out with my girlfriend and I don't have the time to really form some sort of relationships. It's not healthy.

O'REILLY: How about old friends? College? Your neighborhood?

STERN: There's a couple guys I will hang out with once in a while who are certainly not famous, big time celebrities.

O'REILLY: Do you think that's smart not to have friends?

STERN: No. I think it's a real personality flaw. I think I put too much into my work. I don't think it's healthy to isolate yourself like that and I think it says a lot about me and it's not a positive thing. I wish I would take more time with my friends.

O'REILLY: Are you selfish?

STERN: I think to a degree I'm selfish but I can also be very generous. I know — I went into therapy. I go four times a week.

O'REILLY: Really?

STERN: And it made me a much better father.

O'REILLY: You go to therapy four times a week now?

STERN: Absolutely. And it made me a better father. I found that where I'm very closed off and that's how my father was with me, it changed me around a lot.

O'REILLY: So you go to therapy four times a week. What is your goal there? What do you want specifically to get out from that?

STERN: To become more connected with people, to be a better father. That's really important to me. Not that I think I've been a horrible father, but I want to be there.

O'REILLY: How old are your kids now?

STERN: I've got a 22-year-old. I have a 20-year-old and I have a 12-year-old.

O'REILLY: All right. We're just about at the end of this.

STERN: You're kidding! It's been such a joy.

O'REILLY: If this Sirius thing, I mean, you're 51 years old, right?

STERN: Yes.

O'REILLY: I think you're a little older than that.

STERN: I'm 51.

O'REILLY: OK, 51.

STERN: Right.

O'REILLY: And you're still telling dirty jokes and lesbians and all that?

STERN: Hopefully.

O'REILLY: OK. How long do you want to do this?

STERN: Well, I've got a five-year deal with Sirius and I'm also developing these two channels which are pretty wild. So the channels can even live on after I somehow go off into the sunset.

O'REILLY: But is it possible you would chuck it after 55 and say, look, I've seen enough lesbians...

STERN: I might stop the radio in five years but I don't think I'll ever stop being creative.

(END VIDEOTAPE)

O'REILLY: All right. We appreciate Mr. Stern coming on in here.

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