Since it was founded by two New York land speculators 149 years ago, Houston has encouraged a sort of civic amnesia. The credo of this opportunistic society has been: Don't look back because yesterday is largely irrelevant and every day is a fresh start. Status-seeking is evident, but the city's boosters preach that who you are is not as important as how badly you want it. They have turned New York's elitist anthem around to read: If you can't make it here, you can't make it anywhere.

Fearlessness is an important part of the philosophy. Houstonians, having made sense of the free-for-all growth that horrifies many visitors, believe they can handle anything.

All of which makes the elections being waged here this fall seem out of character. Fear of the future and longing for the old days are the recurring themes.

The fear is being pushed by a group of antihomosexual activists who formed what they call a Straight Slate of candidates to challenge incumbent Mayor Kathy Whitmire and eight city council members who in January supported a gay rights referendum.

The measure was crushed by 4 to 1, but those who led the opposition have carried the issue to the municipal races that will be decided Nov. 5. If Whitmire is reelected, they say, Houston will become another San Francisco, or at least "the Southwest capital for homosexuality and pornography."

"Homosexuality is a sordid life style," said Dr. Steven Hodze, a general practitioner who led a similar movement in Austin before moving here to organize the opposition to gay rights. "The way to help them turn away is to come down very firmly from leadership positions, saying this is wrong, we're not going to promote it. It would be like promoting prostitution and rape. We're going to send a message to anybody who practices homosexual activity that Houston does not accept that behavior."

The longing for the old days comes from Whitmire's opponent, Louie Welch, 66, who was Houston's mayor from 1964 to 1974, when the boom town was emerging as the fourth-largest U.S. city and the oil-and-gas capital of the Western Hemisphere.

Welch and his associates in the Chamber of Commerce, which he headed after leaving the mayor's office, say that Whitmire lacks the vision and savvy of the good old boys who built and ran the place for generations. Houston's mayor, among the nation's most powerful, manages the city and votes on the City Council.

Welch's supporters, while not quite blaming Whitmire for the lingering energy slump that arrived in 1983, hold her responsible for a decline in Houston's economic image.

In their desire to defeat Whitmire, 39, Houston's first female mayor, Welch's establishmentarians have formed an uneasy alliance with the Straight Slate, whose leaders they consider on the radical fringe of fundamentalism.

The slate has endorsed Welch. His picture is featured prominently in the literature opposing gay rights that hundreds of volunteers distributed on two recent weekends. And Welch's advisers, acknowledging that he trails by 10 or 15 points in the polls, say the anti-gay vote may be their covert weapon on election day.

"The Straight Slate may win it for Welch, or it may lose it for Welch. At this point it's the great unknown factor in the race," a Welch campaign official said. "A lot of that vote doesn't show up yet because the polls are based on those who voted in the last mayor's race. The referendum brought out a lot of first-time voters. Whether they turn out in large numbers again is the question."

The Straight Slate movement has taken advantage of the public's growing anxiety about acquired immune deficiency syndrome, the fatal disease that has primarily afflicted homosexual men. The fear of AIDS is intense in this city, where 42 new cases have been reported this year.

Two weeks ago, an AIDS victim was placed under 24-hour police surveillance following reports that he was soliciting sex. Police who patrol the gay community in the Montrose area have begun wearing rubber gloves. Recent city council meetings have heard debates over whether food-service workers should be required to carry health cards certifying that they are free of disease.

"There is so much fear and panic here about AIDS," said Sue Lovell, president of the Houston Gay Political Caucus. "The misinformation is incredible. And I think it's deplorable to see a doctor like Hodze take an issue and use it for his own political gain. He should be trying to help people who are sick. Instead he is spreading fear and homophobia."

Lovell, who works in the delivery industry, said she came to Houston 15 years ago from her hometown of Fresno, Calif., for the same reason most people move here. "This is the city of opportunity, and I came for the chance to better myself, to get a good job," she said.

"That's what Houston is all about," she said. "That's been the lure for most gays here. What attracted them to Houston is what attracted everyone. But now, for the last year, it seems like, if anything's going to happen negatively, it's going to start here in Houston. The rest of the country is using us as a barometer on gays. If it happens here, it will eventually happen to them."

Whitmire, seeking her third two-year term, has avoided the issue. At the first mayoral debate, an audience member accused her of being responsible for the spread of AIDS because of her previous support of the gay rights referendum. In response, the mayor said she refused to condone "witch hunts that try to find out private facts about people and use them against that person's right to work for a living."

That statement was well-received in Houston's gay community, which is estimated at 200,000 to 250,000 people. But Whitmire has not gone out of her way to seek gay support. She and council members who had been backed by the gay caucus in past elections decided this year not to seek the group's endorsement.

"I just felt the city had spent entirely too much time on that one issue," Whitmire said in a recent interview. "I didn't want this to become a one-issue campaign."

"We were very disappointed by that," Lovell said. "But the bottom line for a politician is to get reelected. Politicians do what they have to do. Sometimes people and principles are put aside."

Welch has refrained from the homophobic rhetoric of the Straight Slate and has made a point of noting that gay people worked with him at the Chamber of Commerce. But he has not dissociated himself from the slate, instead arguing that while they have endorsed him, he has not endorsed them.

His method of evoking the gay issue publicly is to discuss it among "morality" issues troubling the city, including prostitution and pornography. He has said the mayor should try to eliminate immorality, not control it. "You can never insulate it, isolate it or zone it and make it right, any more than you can zone murder or robbery or rape," Welch said.

For a man who has spent his career boosting Houston, Welch finds himself in the awkward position of saying the city is in trouble. He says Whitmire, an accountant who was city controller before taking office in 1981, has been an incompetent leader -- allowing businesses to leave, not working hard enough to recruit new ones and wasting money on a mass transit plan that voters rejected.

Other city officials, including the current controller and a few moderate council members, maintain that Whitmire has avoided tough decisions on raising taxes or cutting services by unwisely dipping into the city's reserve funds.

But the polls show that Houstonians, by substantial margins, think that Whitmire has been competent. She came to office as a reform mayor, promising to break with the Houston tradition of cozy relationships between civic officials and industrialists.

It used to be said that Houston was run in Room 8-F of the Lamar Hotel, where several prominent businessmen would meet every week. The Lamar Hotel no longer stands, figuratively or literally.

But the polls also show that Whitmire has a problem: her image. People say they don't know enough about her -- and what they do know, they're not sure they like. Her dealings during four years at the top have revealed a tough, uptight and sometimes vindictive nature, according to friends and opponents. While not accepting those characterizations, Whitmire does acknowledge the image problem.

"It took me a long time to realize that my success depends on how well I communicate to the press, the public, not just on what I do," she said. "I now understand that public relations has to be the No. 1 priority of this administration. It is crucial to getting anything done. For a long time, I was horrified and miserable by all the personal attention, the TV cameras glaring me in the face."

Part of the transformation of Whitmire this year has involved simple appearances. She changed her hair style and started wearing clothes other than business suits and bow ties in public. Richard Ross, her new media guru from Sacramento, has in leaflets and television commercials placed Whitmire in more personal, even feminine, settings that she had long avoided.

According to Whitmire, her straitlaced appearance when she took office had less to do with her gender than her size and age. "Of course I wanted to be regarded as a serious, substantive person as mayor," she said. "And I knew people would see me physically and wonder if that little girl could do the job. Not that I was female, but that I was young and small and looked even younger than I am. I honestly believe that being a woman had nothing to do with it. In fact I think it's an advantage in politics. But I specialize in discrimination against short people. I know all about that."

Whitmire is 5 feet tall. Louie Welch is less than a half-foot taller. The Texas Commerce Tower, tallest building in Houston's sleek skyline, soars 1,049 feet above both of them.