Updated

This is a RUSH transcript from "The O'Reilly Factor," March 23, 2010. This copy may not be in its final form and may be updated.

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BILL O'REILLY, HOST: In the "Stossel Matters" segment tonight: Forbes magazine has ranked the worst places to live in America, and here are the top three: Memphis, Tennessee; Stockton, California; and Cleveland, Ohio. Now, that's according to Forbes, ladies and gentlemen, not according to me. I like all of those places. Here now with his assessment, Fox Business anchor John Stossel.

All right. Let's take Memphis, Tennessee, first, home of the blues, great ribs. Good hotel, the Peabody. What's not to like?

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JOHN STOSSEL, FOX BUSINESS ANCHOR: I agree. All of these places have something about them to like. But Forbes picked Memphis because of high crime and less opportunity, lots of corruption. Eighty public officials have been accused or convicted of corruption.

O'REILLY: Sounds like Atlantic City.

STOSSEL: Sounds worse than Atlantic City.

O'REILLY: Well, when you say — when you say lack of opportunity, what does that mean?

STOSSEL: Well, most — all three of these cities have something in common. They have too much government. They have government planning life, and that means there's less opportunity in the private sector.

O'REILLY: When we have too much government, the upside is you have more corrupt guys getting arrested. We will load them up and we'll have more bad guys. All right. So Memphis is victim — victimized by corruption.

STOSSEL: And crime.

O'REILLY: And crime. And they have a big government that stifles opportunity, would you say?

STOSSEL: I would. As do Stockton and Cleveland.

O'REILLY: All right, Stockton. Stockton is sister city to San Francisco, the capital of California. And it's kind of a casual city. I've been there a couple of times. It's not formal.

STOSSEL: It has good weather.

O'REILLY: What's the problem here?

STOSSEL: The problem again is the ignorant and arrogant city fathers, who say, "We know best. We can plan it for you." The — Forbes interviewed the mayor who said, "Oh, we're turning things around. We built a downtown arena, a ballpark, an arena, a marina, a downtown events center."

O'REILLY: How can they have a marina when they're inland and there's no ocean?

STOSSEL: They're not entirely inland.

O'REILLY: Yes, they are. Look at — look at the map. Stockton, what, is it on a river or something? Maybe that's what it is. But it is inland, Stossel.

STOSSEL: They do have a marina.

O'REILLY: They've got a marina. But it's inland. Look. There it is right there. It's on some kind of canal.

STOSSEL: It lost $700,000.

O'REILLY: The marina lost…

STOSSEL: Right.

O'REILLY: Because why would you have a boat in Stockton when you can't go nowhere?

STOSSEL: Well, almost any city.

O'REILLY: There's no ocean there.

STOSSEL: Even if they were on the ocean. If the government runs it, it loses money.

O'REILLY: Do they have corruption in Stockton or pollution?

STOSSEL: Mainly the big government was the complaint. High unemployment.

O'REILLY: The people running the show are stupid.

STOSSEL: And high unemployment. Arrogant and stupid.

O'REILLY: Arrogant and stupid. That's not a good combo, is it?

STOSSEL: No.

O'REILLY: Cleveland, you know, Drew Carey is a powerful artist, and he's a big Cleveland booster. And they've got the Rock and Roll Hall of Fame. They've got the Indians. They've got the Browns. They've got Lebron James. You're telling me Lebron James, the best basketball player in the country, lives in the worst city? Is that what you're telling me?

STOSSEL: According to Forbes. And you do end on the one good team they have.

O'REILLY: Cavaliers are excellent.

STOSSEL: Probably first place at the moment.

O'REILLY: Right. So what's wrong with Cleveland?

STOSSEL: Well, the weather, unlike Stockton. But the main thing, again, too much government.

O'REILLY: In Cleveland?

STOSSEL: They own golf courses. They own a supermarket. Like most government projects it closes sometimes at 4. They manage to lose money on these things. But they still say, "Oh, yes, we must manage them."

O'REILLY: All right. So Cleveland deeply in debt, I would assume, with all of this mismanagement.

STOSSEL: So they expand more. They're going to build a Medmarc, big convention center for doctors. They do have the Cleveland Clinic.

O'REILLY: Right, that's a good deal. The Cleveland Clinic, one of the best medical facilities in the country, Cleveland.

STOSSEL: People go to where the weather is good. We already have...

O'REILLY: Well, you can't blame the city for the weather. I mean, look at Chicago. Great city, bad weather. Boston, come on. You can't blame the city for the weather.

STOSSEL: You can rank them for that. And you can blame the politicians for saying we're going to raise taxes to build our wonderful projects, and that's going to make things better. The cities that prosper like Houston are the cities that have fewer rules and lower taxes.

O'REILLY: But remember Houston used to be the crime capital? They cleaned that place up pretty well.

STOSSEL: But Cleveland has 22 zoning categories. Houston has none.

O'REILLY: Twenty-two zoning categories? Very hard.

STOSSEL: In Cleveland, to start a business, a politician bragged, "We could get you in there in just 18 months." In Houston, one day.

O'REILLY: One day? The problem with no zoning is you can have, you know, the No-Tell Motel right next to you. And...

STOSSEL: You could. But that rarely happens. And it's not an ugly city, Houston.

O'REILLY: No, I didn't say it was ugly. Who said it was ugly?

STOSSEL: Lots of people. No zoning. The city planner said it will be ugly. You will have...

O'REILLY: We have a lot of Houstonians watching "The Factor," and I love going to Houston. All right. There you are, the Forbes magazine list, and Stossel laying it down.

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