By MICHAEL FALCONE ( @michaelpfalcone ) and AMY WALTER ( @amyewalter )

NOTABLES:

• FOR THE LOVE OF MONEY. Mitt Romney and the Republicans are continuing to post strong fundraising numbers. Even though the Obama campaign has a larger campaign war chest than Romney right now, Team Obama has a message: "We are going to be the first incumbent outspent." The Democrats are factoring in the spending by all of the pro-Romney and pro-Republican outside groups, which they expect to total some $1.2 billion by November. "I'm not sitting here with a billion-dollar check in my pocket," one Obama campaign official acknowledged at a briefing in Washington, DC yesterday.

• TO THE DONORS GO THE SPOILS. ABC News' Shushannah Walshe gets the most detailed look yet at the schedule for a three-day retreat with Mitt Romney in Park City, Utah, this weekend. If you're massively wealthy and favor Romney over Obama, or if there's a possibility you might be No. 2 on the Republican ticket, or if you fancy being considered for the veep spot, this upscale resort town nestled in the Deer Valley is the place to be. http://abcn.ws/L63hTU

• GRADING THE VEEP FIELD: ABC News' Jonathan Karl revamps his short list for Romney's number two. Top Tier: 1. Tim Pawlenty 2. Rob Portman 3. Paul Ryan 4. Kelly Ayotte 5. Marco Rubio. The Second Tier: 6. Mike Huckabee 7. Bobby Jindal. The Unlikely: 8. John Thune 9. Jeb Bush. 10. Bob McDonnell 11. Chris Christie. Check out all of Karl's rankings here: http://abcn.ws/NSzjc6

THE NOTE:

Though they are still in search of perfect pitch on the economy, the Democrats and the Obama campaign have figured out another one of their main 2012 talking points.

"We are going to be the first incumbent outspent," a senior Obama campaign official told reporters during a background briefing in Washington today. "I think that's clear."

President Obama took in a record $746 million for his White House bid four years ago, but four years later, the president's senior campaign advisers say they expect to be outspent by Mitt Romney's campaign and pro-Republican outside groups, including nonprofit advocacy organizations with secret donors and the sky's-the-limit super PACs.

(More on the latest fundraising numbers from the campaigns and the outside groups below).

Obama campaign officials estimate that more than $1.2 billion will be spent to help defeat the president's re-election effort.

The figure includes a projected $300 million in ad spending by the Romney campaign and the Republican National Committee, plus roughly $1 billion from groups like Restore Our Future, American Crossroads, Americans for Prosperity, and the U.S. Chamber of Commerce.

"I'm not sitting here with a billion-dollar check in my pocket," one Obama campaign official acknowledged.

But all of the Obama campaign's "I told you so's" on being outspent and the Democratic hand-wringing about donor transparency may not mean much come Nov. 7 if they are waking up to a President-elect Mitt Romney.

One bright spot for Obama's effort came yesterday when the pro-Obama super PAC, Priorities USA Action, announced its largest one-month fundraising haul of the year - about $4 million - giving the group some extra firepower heading into the summer months.

NOTED: After Romney raised more money than the Obama campaign for the first time in May, members of the president's re-election effort predicted "another huge month" for the Romney camp in June - more than $100 million, they say. Officials said they don't expect the president to match that number, and they declined to offer specifics on the pace of fundraising so far this month.

ABC's Devin Dwyer contributed reporting.

IN THE MONEY: ROMNEY'S BIG DAY. Mitt Romney landed his biggest fundraising day to date with finance committee officials expecting he raked in somewhere between$6 to $8 million dollars after two fundraisers in Michigan Wednesday, ABC's Arlette Saenz reports. "Michigan has been great. Tonight, and today we will exceed every single event that has been held for Governor Romney from the beginning of the campaign," John Rakolta Jr, National Finance Co-Chair, said as he introduced Romney. "We have set a new record tonight in terms of fundraising. Only probably to be beat later this summer, so I'll come back and see you again in the fall." Finance committee chairman Spencer Zwick predicted the day's total would range between $6 million and $8 million for the two finance events. Romney attended two fundraisers Wednesday in Grand Rapids and Troy, Michigan, just one day after completing his five day, six state bus tour. http://abcn.ws/MN0D5Z

Get more pure politics at ABC News.com/Politics and a lighter take on the news at OTUSNews.com

NOTE IT!

ABC News' virtual political roundtable.

ABC's RICK KLEIN: This election won't be determined by either side running out of money. But a few data points suggest that the Obama campaign isn't spinning by saying it will be outspent, as unthinkable as that is for an incumbent to have to worry about. Mitt Romney is coming off a record-setting, $6 million to $8 million day in Michigan - yes, Michigan - with a super, mega fundraising weekend coming in Utah this weekend. The Obama campaign, meanwhile, filed an FEC report showing it's already spending more than it's taking in, to say nothing of the Super PAC disparities. It's only June, and already Romney has erased, if not reversed, the financial edge of the most prolific fundraiser in American history.

EXCLUSIVE DETAILS: ROMNEY'S UTAH ADVENTURE. ABC News' SHUSHANNAH WALSHE has the most detailed look yet at the schedule for the three-day retreat with Mitt Romney in Park City, Utah, this weekend. If you're massively wealthy and favor Romney over Obama, or if there's a possibility you might be No. 2 on the Republican ticket, or if you fancy being considered for the veep spot, this upscale resort town nestled in the Deer Valley is the place to be. Campaign donors attending the First National Romney Victory Leadership Retreat will get access to some of the biggest leaders of the Republican Party, including of course the presumptive nominee. http://abcn.ws/L63hTU

Here's the day-by-day rundown:

FRIDAY: Discussion groups will cover the financial services industry, health care, Israel and community banking. Moderating and speaking will be former secretary of state James A. Baker III, former Minnesota senator Norman Coleman, Tennessee senator Bob Corker, Weekly Standard editor and co-founder Bill Kristol, former Utah governor Mike Leavitt, who will also lead Romney's transition team if he makes it to the White House. And of course, the presumptive nominee.

SATURDAY: Arizona senator and 2008 GOP nominee John McCain will address the group. Next up is "Innovation in America," a panel moderated by possible running mate Louisiana Gov. Bobby Jindal. Rounding out the panel will be president and CEO of Hewlett Packard Meg Whitman, billionaire financier Ken Langone, and veepstakes contenders Wisconsin Rep. Paul Ryan and South Dakota Sen. John Thune. Then, "Media insight" will feature Romney counsel and longtime GOP attorney Ben Ginsberg; Fred Barnes and Kristol, editors and co-founders of The Weekly Standard; GOP strategist Mary Matalin; and Bush strategist and American Crossroads founder, Karl Rove.

Fortunately, lunch will be provided, with former Secretary of State Condoleezza Rice speaking.

The afternoon features a "Women for Romney Victory Tea" with Ann Romney and former Olympic figure skater Dorothy Hamill. Hamill won gold at the 1976 Olympic winter games in Innsbruck, Austria, but she also ran the torch at the 2002 Olympic Games in Salt Lake City, which Romney headed. The final reception Saturday night will be headlined by former Florida governor and much-talked-about possible running mate Jeb Bush.

SUNDAY: No wealthy Republican gathering worth its salt would be complete without a round of golf. That's Sunday.

WHO'S OUT? Sen. Marco Rubio was invited but could not fit the event into his schedule. Gov. Chris Christie also said he was invited but has to stay in N.J. due to the legislative session and budget negotiations. Sen. Kelly Ayotte, Gov. Nikki Haley, and Gov. Susana Martinez also said they will not be attending the event.

THE BUZZ

with ABC's Chris Good ( @c_good)

SUPREME COURT WATCH: A preview from ABC's Ariane De Vogue: "The Supreme Court will begin releasing decisions at 10 a.m. today. There are eight cases remaining, plus health care. While we could get immigration and health care, it is more likely that the justices are using every last minute to finesse those decisions. Next week is the last week of the term. We expect to hear later today, which days next week will be 'decision days.'"

REPORT: ROMNEY CAMP ASKED RICK SCOTT TO DOWNPLAY JOBS GAINS. Bloomberg's Michael C. Bender has a scoop: "Mitt Romney's presidential campaign asked Florida Governor Rick Scott to tone down his statements heralding improvements in the state's economy because they clash with the presumptive Republican nominee's message that the nation is suffering under President Barack Obama, according to two people familiar with the matter. Scott, a Republican, was asked to say that the state's jobless rate could improve faster under a Romney presidency, according to the people, who asked not to be named. What's unfolding in Florida highlights a dilemma for the Romney campaign: how to allow Republican governors to take credit for economic improvements in their states while faulting Obama's stewardship of the national economy. Republican governors in Ohio, Virginia, Michigan and Wisconsin also have highlighted improving economies." http://bloom.bg/NcAIFL

NOTED: While the national unemployment rate rose last month, things are getting better in some presidential swing states. ABC's Matt Negrin reported earlier this month: "Florida has seen a lowering of its unemployment rate since August, when the number there was 10.5 percent. Between February and March, the number dropped from 9.4 percent to 9 percent, and is now at 8.7 percent." http://abcn.ws/Mv4Ajr

POLL: OBAMA LEADS IN FLORIDA. A new survey from Quinnipiac shows President Obama leading Mitt Romney 46 percent to 42 percent in Florida. A shift among independents has given him the lead, Quinnipiac writes: "Independent voters shift from 44 - 36 percent for Romney in a May 23 Quinnipiac University poll, showing Romney ahead 47 - 41 percent overall, to 46 - 37 percent for Obama today. In today's results, Obama carries Democrats 88 - 4 percent, while Romney takes Republicans 91 - 5 percent." http://bit.ly/L7of4P

NEW OBAMA AD TARGETS WOMEN. From ABC's Devin Dwyer and Jake Tapper: The Obama campaign is out with a new TV ad in seven battleground states promoting the Lilly Ledbetter Fair Pay Act-the first bill Obama signed into law. The campaign says it's "the first in a series of television advertisements that highlight President Obama's commitment to issues important to women and their families." The ad features images of Obama as a boy with his mother, as a dad with Sasha and Malia, and of working women. An announcer says, "The son of a single mom…Proud father of two daughters…..President Obama knows that women being paid 77 cents on the dollar for doing the same work as men isn't just unfair…It hurts families." http://bit.ly/NmGV5u

A CRITICAL DAY FOR ROMNEY WITH LATINOS. ABC's Matthew Jaffe reports: "On Thursday, Romney, the presumptive Republican nominee, will speak to the annual conference held by the National Association of Latino Elected and Appointed Officials (NALEO). On Friday it is Obama's turn. The dueling speeches highlight both parties' push to win the support of the nation's fastest-growing voting bloc. The battlelines appear to be drawn. Obama enjoys a huge edge among Latinos, as he has dating back to his 2008 victory over Sen. John McCain. That year Obama won 67 percent of the Latino vote - and this year he looks poised to do even better, especially on the heels of his announcement last Friday that his administration would not seek to deport up to 800,000 children of illegal immigrants living in this country." http://abcn.ws/LELUus

COMMITTEE CITES HOLDER FOR CONTEMPT. ABC's Devin Dwyer and John Parkinson report on the House Oversight and Government Reform Committee's vote: The White House dismissed the vote and the proceedings as "political theater," but the contempt vote will increase political pressure on both Holder and the Justice Department. The full House of Representatives could consider the contempt resolution as soon as next week. The vote against Holder came hours after the White House invoked executive privilege over documents the committee subpoenaed more than eight months ago. It is the first time President Obama has asserted executive privilege in a dispute with Congress and Republicans said it was clear Obama was trying to shield Holder from the investigation. "Our purpose has never been to hold the attorney general in contempt. Our purpose has always been to get the information the committee needs to complete its work that it is not only entitled to but obligated to do," said Chairman Darrell Issa, R-Calif., as he began the proceedings. "If the Justice Department had delivered the documents they freely admitted they could deliver, we wouldn't be here today." http://abcn.ws/NSYDie

ABC VIDEO: JAKE TAPPER'S WORLD NEWS REPORT. See Jake Tapper's World News report on the Fast and Furious program, and the committee's vote. Tapper reports: Fast and Furious began almost three years ago. The secret law-enforcement program allowed criminals to buy guns so government agents could trace them to Mexican drug cartels, but blowback came, and it was tragic. The government lost track of hundreds of guns, which started showing up at crime scenes, including the site where U.S. border agent Brian Terry was murdered in December 2010. Initially, the Justice Department told Congress that they did not allow guns to flow into Mexico-but that was false, and months later they took it back. The program was disbanded and disowned. Attorney General Eric Holder has always denied knowing anything about the program, but for more than a year, House Republicans have been pushing him to disclose what he and other officials knew and when they knew it. http://abcn.ws/LDpHyu

AGENT'S FAMILY CRITICIZES OBAMA. ABC'S Jake Tapper and Mary Bruce report: Terry family attorney Pat McGroder on Wednesday released the following statement from Terry's parents Josephine Terry and Kent Terry Sr.: "Attorney General Eric Holder's refusal to fully disclose the documents associated with Operation Fast and Furious and President Obama's assertion of executive privilege serves to compound this tragedy. It denies the Terry family and the American people the truth." http://abcn.ws/MBjWyP

VIDEO: ROMNEY'S BOYS ON 'CONAN.' From ABC's Shushannah Walshe: On "Conan," all five of Mitt and Ann Romney's sons sat down with Conan O'Brien and revealed they are worried about how their lives will change if their father makes it to the White House. … "We're nervous about it," Josh Romney said. "I mean, it's one of those things. I mean, our lives are pretty good as they are. It's one of those things where we recognize it's good for the country for our dad to run but not necessarily good for us, so we are going to try and keep our lives as normal as consistent as they can possibly be over the next few years." http://abcn.ws/NSTYwx

NO BOUNTYGATE HEARINGS? ABC's Sunlen Miller reports: The National Football League announced today new reforms to protect player safety in the aftermath of the bounty scandal that started with the New Orleans Saints, and that was good enough for Sen. Dick Durbin, D-Ill., who has now rescinded his call for a Congressional hearing over the issue. NFL Commissioner Roger Goodell has promised to write a letter to all league employees, team employees and players regarding bounties - incentives to players to injure their opponents. Goodell said each player will receive a new NFL Players Handbook with a "bounties section," and they will be required to acknowledge receipt. There will be an anonymous hotline created to "encourage players" to report issues relating to bounties. Posters will be hung in team locker rooms addressing the bounties issue and including the hotline information. http://abcn.ws/MGUrzS

THE NOTE DOESN'T DO BIRTHDAYS, but we'll make an exception to wish one to our fellow morning tip-sheet warrior and Friend of the Note, Politico's Mike Allen. (h/t's ABC's Jonathan Karl and Polson Kanneth).

NIGHTTIME NAIL-BITER: BAD NEWS BABES PREVAIL OVER MEMBERS OF CONGRESS. The ladies of the press put one in the "win" column last night at the Congressional Women's Softball Game in Washington, DC. CNN's Gregory Wallace has the play-by-play: "The 'Bad News Babes,' as the journalists called themselves, bested Congress 13-10 in a game that was a near blowout for most of the evening. On the mound for the Babes was Roll Call's Abby Livingston, who first allowed the bases to load in the sixth inning as Congress appeared poised for an 11th-hour comeback. She was assisted by ABC News' Gregory Simmons. … Congress displayed its bipartisan and bicameral aptitude early, ending the media's first at-bat with a double play. Wasserman Shultz then stepped to the plate, was walked and, between jokes about the day's hefty legislative agenda, scored. But the second inning went to the Babes, who came out with a 4-1 lead, including a sportsmanship penalty assessed against the Congress team after one member threw her glove, the Babes' coach said. By the time the Members took their turn at bat in the fifth, the score was 8-1, and by the bottom of the sixth, 11-1. Last year, Congress narrowly edged out reporters 5-4, who in 2011 had rallied to beat the members 13-7. … Between the play-by-play came announcements of the latest member to walk in. Among the notables in the bleachers were Labor Secretary Hilda Solis, House Speaker John Boehner, Sen. Lindsey Graham, House Majority Leader Eric Cantor, House Democratic Leader Nancy Pelosi, Majority Whip Democratic Whip Steny Hoyer."

BAD NEWS BABES MVPs: Roll Call's ABBY LIVINGSTON (with mom and dad Livingston in the stands cheering her on) , ABC's own AMY WALTER, and The New York Times' Emmarie Huetteman. Congrats to both teams and to a good cause, The Young Survival Coalition, helping young women face breast cancer. Find out more: http://www.youngsurvival.org/

MAY FUNDRAISING TOTALS: REPUBLICANS ON THE RISE. With campaigns and PACs filing financial disclosures on Wednesday, here's a look at who raised what in the month of May: Romney, the RNC, and their joint fundraising committee took in $76.8 million, more than the $63.6 million raised by Obama, the DNC and their two joint committees; the pro-Romney super PAC Restore Our Future raised $4.9 million, more than the $4 million raised by the pro-Obama super PAC Priorities USA. American Crossroads, the Karl-Rove-affiliated GOP super PAC, raised $4.55 million.

OBAMA'S BURN RATE, BIG BANK ACCOUNT. While Mitt Romney's campaign raised more than it spent in the month of May, the same can't be said of Obama's, which raised $39.1 million in May but spent $44.6 million. Obama for America, however, has a much larger bank account than Romney for President: Obama entered the 2012 with some holdover cash from his 2008 campaign and from donations over the past three years, and on May 31, Obama's campaign had $109.7 million in the bank, while Romney's had $16.9 million.

OBAMA FOR AMERICA

Raised in May: $39.1 million

Spent in May: $44.5 million

Cash on hand 5/31: $109.7 million

DEMOCRATIC NATIONAL COMMITTEE

Raised in May: $19.9 million

Spent in May: $14.4 million

Cash on hand 5/31: $29.6 million

PRIORITIES USA ACTION

Raised in May: $4 million

Spent in May: $4.2 million

Cash on hand 5/31: $4.5 million

ROMNEY FOR PRESIDENT

Raised in May: $23.4 million

Spent in May: $15.6 million

Cash on hand 5/31: $29.6 million

REPUBLICAN NATIONAL COMMITTEE

Raised in May: $34.3 million

Spent in May: $8.2 million

Cash on hand 5/31: $60.8 million

AMERICAN CROSSROADS

Raised in May: $4.55 million

Spent in May: $624,000

Cash on hand 5/31: $29.5 million

VEEP BEAT: ABC's Arlette Saenz rounds up all the action on the #veepstakes front:

-PORTMAN: MITT'S QUIET MAN: National Review's Robert Costa looks at Rob Portman's behind-the-scenes role in Romney's campaign, from drawing on his network of supporters to linking the Romney campaign with his bevy of Ohio donors. "It's behind the scenes, far from the klieg lights, where Portman has made an indelible mark," Costa wrote. "On the ground in Ohio, he has freely shared his sprawling volunteer network with the Romney campaign. 'He's been a real force,' says Hamilton County GOP chairman Alex Triantafilou. Portman backers played an important part in Romney's narrow Ohio victory, especially in the voter-rich suburbs of southwestern Ohio. For much of the winter, Portman also informally advised Russ Schiefer and Stuart Stevens, two of his former aides who are now top Romney strategists. After the Ohio primary, during the tail end of the Romney-Santorum spar, Portman took on an influential, if private, role in preparing Romney's general-election operation in the Buckeye State. He consulted on hires and connected Romney aides with Ohio-based GOP operatives. Perhaps most notably, Portman has impressed Romney headquarters with his fundraising prowess. Instead of seeking appearances on cable talk shows, one Romney aide says, Portman focuses on working his donors. Among Romney advisers, Portman's fundraising savvy is as prized as his policy smarts." http://bit.ly/NctRfk

-PADDLING PORTMAN: Get those paddles ready. ABC News' Gregory Simmons reported Sen. Rob Portman, an avid kayaker, will participate in the 11 th Annual Ohio River Way Paddlefest Sunday in Cincinnati.

-CHRISTIE HEARTS THE BOSS: The Atlantic has a big feature piece on Gov. Chris Christie's love of Bruce Springsteen, along with a list of the New Jersey governor's top ten favorite Bruce songs. "Chris Christie is, even in moments of tranquility - of which, in his life, there seem to be none - a torqued-up, joyously belligerent, easily baited, and preternaturally exuberant son of New Jersey, so bringing him to a Bruce Springsteen concert is an exercise in volcano management. Christie, in the presence of Springsteen - whom he would marry if he were gay and if gay people were allowed to marry in the state he governs - loses himself. He is, as is well known, a very large man - twice the width of Mitt Romney - but he is a very large man who dances at Springsteen concerts in front of many thousands of people without giving a damn what they think," Jeffrey Goldberg wrote in The Atlantic. As Christie is dancing at the concert, Goldberg noted: "People see him out at the edge of the box, and they cheer his dancing and call him vice president." http://bit.ly/KVQ4ib

WHO'S TWEETING?

@Arianedevogue : For those waiting for #Romney today on #immigration, there's a chance #scotus will announce #sb1070 case today. More likely next week tho.

@SusanPage : The Senate filibuster: Worthwhile tactic or tool of the devil? We'll debate on @DRShow at 11; I'm guest-host. #FranticallyPreppingNow

@Sarah_Boxer : Obama heading to Boston Mon for a funder a Symphony Hall. If Romney protesters heckle there, class warfare takes on new meaning

@maggiepolitico : For those wondering if 13-point poll was outlier, here's the AP poll showing race in line with where it's been http://hosted.ap.org/dynamic/stories/U/US_AP_POLL_PRESIDENTIAL_CAMPAIGN?SITE=FLTAM&SECTION=HOME&TEMPLATE

@capitalweather : Good morning DC! 83 w/ heat index of 88 at 8 am for morning commute. Up to near 100 today. Hydrate, dress lightly…

POLITICAL RADAR

- President Obama will spend the day in Washington DC with meetings at the White House. In the afternoon, the President will deliver remarks calling on Congress to stop interest rates on student loans from doubling on July 1.

- Mitt Romney is in Lake Buena Vista, FL where he'll address the 29 th annual NALEO conference at Disney's Contemporary Resort.

-Veepstakes contender Jeb Bush is also in Florida for the NALEO conference delivering an afternoon address.

ABC's Josh Haskell

Check out The Note's Futures Calendar : http://abcn.ws/ZI9gV