He responds to a question about what makes him tick with 45 seconds of uncomfortable silence.
Then, he begins tentatively: "Well, what makes me tick? I guess I'd have to say a lot of different things make me tick, if I understand what tick means."
It is the kind of excruciating deliberateness that has permeated his gubernatorial campaign and his life. One of his favorite sayings is: "The carpenter's rule: measure twice, cut once."
This is one cautious, serious, thoughtful individual. He is also an over-achiever, and he has the rsum to prove it: Rhodes scholar, U.S. attorney for Utah and University of Utah Law School dean. Now, Democratic candidate for governor.
Anyone who knows him agrees - the 51-year-old Utah native has a formidable intellect and an intense focus. But spontaneity doesn't appear to be a big part of the mix.
His determination not to make any missteps, to analyze and dissect issues and his disdain for sound-bite answers has, at times, seemed to inflict a kind of paralysis on his political bid. Campaign supporters and reporters have expressed frustration over Matheson's rigid micromanagement.
But he defends his style as proof that he fully accepts his responsibilities as a candidate; that he owns the campaign, for better or worse.
"Sometimes if you ignore the little things," says Matheson, "they can turn into bigger problems."
He doesn't outright reject the label of micromanager, but calls it an "oversimplification."
"If he has a fault it is that he is extremely deliberative, very careful and is very tight in his management," says U. law professor John Flynn, who has known Matheson for nearly 20 years.
But Flynn says it's a flaw that he wished more elected officials had.
"The best ones I've known are the deliberate ones," he says, naming the late Gov. Scott Matheson Sr. and former Michigan Gov. George Romney, among others.
"To me it's unfortunate that politics doesn't attract the thoughtful - that it only attracts the glib - because that's exactly what we don't need."
Matheson has been good for the law school, recruiting respected faculty from around the country and healthy donations, notes Flynn.
"The best thing that has happened is nothing has blown up," he says. "His attention to detail explains a lot of that."
It isn't a new approach.
When he was the top federal prosecutor for Utah, from 1993 to 1997, Matheson put the office through a tough reorganization. Some of the attorneys and staff "didn't like Scott's attention to detail. They felt he micromanaged them. They felt he didn't respect or trust them," says Dave Schwendiman, an assistant U.S. attorney who was Matheson's chief assistant.
But rather than being tyrannical, Matheson "was insisting on 110 percent effort on anything he did. You have to submit to it and commit to it," says Schwendiman. "You can call it what you want; I call it attention to detail and being responsible . . . getting down in the weeds."
Schwendiman became a close friend. He has taken a several-week leave of absence from the prosecutors' office to volunteer full-time on the gubernatorial campaign.
It is the kind of full-out, long-term commitment Matheson inspires from colleagues, or, as in the case of Q. Michael Croft, former mentors.
Croft, who taught Matheson history in the late 1960s at East High School, now is a volunteer on the campaign.
"He was one of those strange people who loved to do homework. He was just absolutely amazing," Croft says of the teenage Matheson.
"I'm not sure 'serious' is the right word; that comes across as dour and he is not that," says Croft, who retired in 2000 after a 35-year career. He still gets together with Matheson and other former students to whip up his famous from-scratch pizzas.
"He is a person who takes care of details and makes sure things are right, makes sure there are no errors, slipups and mistakes. He is not a frivolous person."
Croft, who Matheson singled out of the crowd at his campaign kickoff announcement as an important role model, takes credit for helping launch his former student's first venture in politics. Croft in 1971 sent an aspiring student-body president to Matheson for campaign help. The student won the election and returned to Croft to say, "Boy, did you recommend the right guy."
Neighbor Steve Hatch has known Matheson since they were adolescents. He recalls one rare occasion when Matheson let his hair down enough to go on a pig-chasing spree in Magna in furtherance of a high-school prank aimed at making fun of the attractiveness of girls from East High School.
"It was an interesting experience running around in the slop trying to catch that pig. The farmer was just roaring," says Hatch. "It wasn't a real sensitive thing, I guess, but that's the way we were in high school."
Or, at least, that's the way most of the group of friends behaved. Matheson was different.
"We liked to goof off, and he liked to study," says Hatch. "When we'd go out at night, whether to eat too much or go out and goof around with friends or girls, I don't recall Scott being involved in that a whole lot. It took him a while to decide that he wanted to go out with girls, mostly because he was real concerned about doing well in school."
Matheson succeeded. A member of the National Honor Society, National Merit finalist and captain of the tennis team, Matheson was accepted at Stanford, where he earned his undergraduate in economics. He then was selected as a Rhodes scholar, earning a master's degree at Oxford, before going onto Yale Law School.
When he was finishing up his law degree, Matheson experienced what he considered a landmark moment in his life. His father, then-Gov. Scott Matheson, called to ask him to return to Utah to run his re-election campaign.
"To me, that was a really important moment in our relationship," he says. "That was an expression of confidence and support that really meant a great deal to me. You know, you grow up and that's the person you look up to, you've depended on and all the rest, and all of a sudden he is saying, 'I need to depend on you.' That had a big impact."
It was actually the second campaign Matheson managed for his father, who had gone from being a railroad attorney to the hand-picked successor of three-term Democratic Gov. Cal Rampton in 1976.
During that first successful campaign, the junior Matheson was in charge of a small number of staffers and a much larger crew of volunteers. Among them was a young woman named Robyn Kuida.
Two years later, after Kuida had gone to work as an assistant for the governor, she married Scott Jr.
"The great part was I knew his parents really well," she says, so she got to skip a grueling "meet the parents" session. In fact, she saw Scott Sr. and Norma reflected in their son and that was one of the attractions.
"It's a mix of them and it's great. He's Norma and he's the Guv," says Robyn. From the Matheson matriarch, he inherited qualities of being "warm and caring and interested in people." From the late father, remembered fondly as one of the state's most popular governors, she says the "love for tackling issues and problems."
Robyn Matheson, who is known as the "campaign mom" around Matheson headquarters, says there is one other thing Scott Jr. inherited: the family sourdough start, said to be 150 years old and used to create sourdough breads and pancakes.
The heirloom was presented to him 24 years ago when he was working as an attorney in Washington, D.C., when his parents had come back for a visit. It had expanded on the trip back to take over the father's briefcase and they had to wipe off some of his papers.
Ever since, the "keeper of the start," as Robyn calls him, has kept it in an earthenware crock in the fridge, where it has to be constantly tended with new flour and water. "It's like a pet," she remarks.
In the end, here's what Matheson says makes him tick: family.
He recalls how he grew up in a home on Salt Lake City's Hubbard Avenue next door to his maternal grandparents. An aunt and uncle lived across the street and the place was crawling with cousins "who were more like brothers and sisters," says Matheson.
"One of the reasons I've wanted to raise my family in Utah is to give my children a similar experience," he says, explaining his decision to give up private practice in 1985 to return to a law school faculty position at the U. of U.
Family time also was a key reason that he opted out of the 1992 race for the open seat of retiring Sen. Jake Garn - the last time he seriously considered running for elected office.
But now the kids are grown.
Twenty-one-year-old Heather is a senior at Boston College and 18-year-old Briggs is a freshman at Stanford. Both spent the summer working on the campaign. But when school started this fall, their father sent them packing back to school.
"I decided if I'm the education governor, I'm not going to interrupt their education" for the campaign, he says.
The other key to his character, he says, is his "lifelong love of learning," including being a teacher.
Even as dean of the law school, he continues to devote a good chunk of time to teaching.
"I think there is a certain magic about walking in a classroom and working with young people. I've done it for years and years and years and the excitement of it really never goes away," he says. "You're trying to help them realize their dreams in life and get them prepared for their own careers and lives that are ahead of them."
Tribune reporter Rebecca Walsh contributed to this article.