When he was 5 years old, Irvin Feld went to a circus for the first time.

"I was totally mind-boggled," Feld recalls. "But what interested me more than anything else at that time--it's frightening when I think about it--I was thinking of what I would do differently if I were running it.

"They brought out a beautiful girl who did a very graceful thing on the trapeze. And they had an ugly old man who led her out." He recalls turning to his brother and saying, "Why don't they leave him home? She's better walking out by herself, or have two young men bring her out."

Now, at 63, Feld is co-owner and chief executive officer of the Greatest Show on Earth, the Ringling Brothers and Barnum & Bailey Circus.

He and his son Kenneth recently repurchased the combined shows of Ringling Brothers from Mattel Inc. for $22.8 million in cash. Feld first bought the show in 1967, then four years later sold it for $50 million in stock to Mattel, which left Feld at the helm.

Feld does not fit the mold of the average Washington businessman. His office has purple walls, violet overstuffed sofas and dizzyingly colorful carpeting. When he tells a story, he resembles George Burns, puffing a cigar. He even has some of the same showman mannerisms.

And the Greatest Show on Earth is no average business. Mattel couldn't digest it. It is the kind of company that is best run hands-on, rather than from a board room. And it gives Washington the unlikely distinction of being the corporate home of one of the largest troupes of live entertainers around, with a total of 700 performers in the two circuses, three ice shows and magic show.

Feld is a combination of entrepreneur and impresario. He started his career as a door-to-door housewares salesman, later opening a drugstore at Seventh and L streets NW. He added a record section and found he had a gift for picking the songs people would want to hear. So he started the now-defunct Super Music City chain.

He also found he loved "talent"--the people who seek the spotlight. So he went to a weekly amateur night at the Atlas Theater on H Street NE, and began picking talent to record music in a small studio he established.

One night, Feld said, he heard some "wild," but "highly commercial" music by some sailors. He recorded a single by the group, led by Arthur Smith, which he called "Guitar Boogie." The record became the first million-copy seller for the small record company, according to Feld. He also recorded Erroll Garner.

He saw rhythm and blues as the next big craze, so he began producing live R&B shows, first in Griffith Stadium, former home of the Senators baseball team, then branching out.

By the early '50s his production had become the "Biggest Show of Stars," an annual 80-city national tour. The tour helped launch careers of performers like Bill Haley and the Comets, Fats Domino, Frankie Avalon, the Everly Brothers and Clyde McPhatter and the Drifters. Chubby Checker started his career as Feld's emcee.

Feld always sought new talent. He found Paul Anka in Montreal when the singer was 15 and became his manager.

In the mid-'50s, he became a booking agent for the circus. The troupe fit his business of producing road shows and managing talent.

However, he found the circus people more willing to give of their talent. "It's a lot different handling those kind of people, the circus people," Feld said. If he had sold out cities where he wanted to add a show, they cooperated. "With the circus, those people want to show off their skills a lot," he said. The music groups were less cooperative.

He became manager of the circus in 1956 when it was owned by John Ringling North, nephew of the Ringling brothers. He started booking the show into arenas, folding the traditional tent of the circus for good. That saved about $50,000 a week, and permitted a longer tour because weather was no longer a factor.

But the circus continued to decline. He found he couldn't make needed changes without owning it. In 1967, he bought it for $8 million, with the show $1.7 million in debt.

According to Feld, he cut the average age of circus performers in half--to 23--in the first year. He also created a second unit of the circus with different acts so no one city gets the same show two years running. At the end of a two-year cycle, the show is reworked, with about 60 percent of the acts changed, Feld said.

A second unit of the circus is also good business, he added. It "amortizes your costs over two years instead of one, which means you can give twice as good a show that won't cost any more because you have twice as long to make the arithmetic add up."

In 1971, Judge Roy N. Hofheinz, Feld's financial partner, was suffering setbacks. The circus was a public corporation at the time, and the Felds were worried that the stock would be sold to someone who would seek more control, according to Kenneth Feld. Mattel offered to buy the whole show and leave the management to the Felds. The toy firm's purchase price of $50 million in stock was an "astronomical" price, Kenneth Feld said.

Both Mattel and the Felds also wanted to create a circus theme park in Florida. Mattel later bought Holiday on Ice and Ice Follies for $12 million, and made it part of its circus subsidiary.

Mattel bought the circus to diversify away from the toy business, which is highly cyclical. However, "at the time, eyebrows were raised as to whether the purchase was a good means of diversification," said David Leibowitz, analyst for American Security Corp. The three-ring circus was not considered a growth company. It was saddled with increasing costs of talent and transportation.

Mattel then suffered several major reversals, including a stockholder's lawsuit. Only a fraction of the theme park was built. That park has never been profitable, according to the Felds.

In the first nine months of fiscal 1981, Mattel's entertainment businesses lost $1.4 million on revenues of $58.9 million. Kenneth Feld attributed the loss to the theme park, adding that while the Felds have run the circus the combined shows have not operated at a loss.

"That doesn't mean everything made money, necessarily," Kenneth Feld added. But he declined to say which shows lost money. Analysts point to the ice shows as the worst financial performers in the Feld entertainment empire. Kenneth confirmed that, but said a new show, called Disney on Ice, is improving the overall showing of the ice shows. Mattel's own figures show that in the third quarter of 1981, attendance at the ice shows was up 11 percent over a year earlier. Circus attendance was also up 7 percent over the same period in 1980.

Mattel said the entertainment business, inclusive of the theme park, showed a $4.1 million operating profit on revenues of $74.5 million in 1979, and a $2.4 million operating profit on revenues of $81.8 million in 1980.

The Felds purchased the combined shows, but not the theme park. Mattel will use the cash gained from the sale to pay off long-term debt.

Now the Felds no longer have to answer to stockholders who want growth. According to Kenneth Feld, their goal is simply to run the shows at a profit. They can also run the circus without first getting spending and production plans approved by the parent firm.

The Felds travel about half a million miles a year looking for new talent. They scout Europe, especially the Eastern bloc, because circuses are still an important part of the culture there, Feld said. Those circuses are a source for many of the Ringling Brothers acts.

Gunther-Gebel Williams, the animal trainer, is one important act the Felds found overseas. However, because Williams was committed by contract to a European circus, the Felds had to pay $2 million for the entire circus to get Williams. The Williams unit opens in Washington April 6.

Kenneth Feld said the firm is trying to tap the public fascination with electronics. One unit of the circus has a new act of an acrobat fighting an electronic dragon. They opened a magic show in Las Vegas last November that makes liberal use of laser-created illusion. The show, called "Beyond Belief," will run for three years.

On the heels of their success with Disney on Ice, the Felds have another Disney ice show set to open this July.