A man who has observed most of the influential figures in American tennis over the past three decades, and has watched with particular fascination the rise of Washington attorney Donald Dell, greeted Dell before the semifinals of the $100,000 Volvo Classic here in March.

"You're doing pretty good, kid," he said, impressed by the workaholic fervor with which Dell has flung himself into building up pro tennis, and an empire for himself within it. "You're running the tournament, you sold the television, you're doing the commentary, and all the guys in the semis are you clients. How come you don't look happy?"

Donald L. Dell, 39, has a lovely talented, understanding wife; adorable 4-year-old twin daughters; a 26-acre estate in Potomac (purchase price: $340,000 in 1974): a thriving business that he loves, and at least as many loyal friends as jealous detractors. But there are those who say he is not happy unless he is maneuvering in the back rooms of power, trying to outsmart rivals and pulling the strings that make the world of international tennis dance to his tune.

Arguably the most powerful man in his sport, Dell is a political animal. He was an advance man for Robert Kennedy in 1966 and in RFK's presidential campaign in 1968, and in style and substance he remains a Kennedy man, equally idealistic and well-versed in practical politics. He has Establishment credentials - Landon School '56, Yale '60, Virginia Law '64 - but can wear brass sknuckles with his Ivy League suit. He is polished, sometimes charming, but not bashful about using strong-arm tactics.

"I suppose you'd call it tough-guy chic.' I've never heard him use the expression, but Donald wants people to know he plays hard ball," said Dell's close friend and television colleague. But Collins. "I think Donald really wants to serve the game, to put it in order, but like all strong, brilliant leaders, he thinks his way is the way, and he's not very patient with anyone who disagrees."

Collins calls Dell "undoubtedly the No. 1 power broker in the game," and most knowledgeable insiders agree. But Dell, who has always harbored a strange paranoia about the press, one of the few instruments of power he does not utilize well, does not like that term.

"My objective, and I am fanatical about it, is to make tennis the biggest professioal individual sport in America. I've been trying to do that since 1967," said Dell, who played tennis when it was a starchy, country club game and has helped midwife its current bonanza of wealth and popular appeal. "I want to see it swallow golf, and I believe that in the next five or 10 years, it will.

"You can say, Well, as it grows, obviously you're going to make more money." That is also true. But my objective has never been to control tennis or be a power broker. The game is too damm big; no one person or group is going to control it, and they shouldn't.

"My philosophy is simple. I want a fair balance of power between players, tournaments, sponors, spectators and officials. Balance makes for a healthy, growing game, and that makes a lot of players a lot of money. I've never wanted the players to have even 51 per cent of the control, I'd say about 30 per cent is right. I've said that since Day One, but most people don't want to believe what you say. They look for other motives. It's interesting."

Such disclaimers not, with standing, if you poke anywhere in the superstructure of the burgeoning pro game - which is really only 9 years old, dating from the the opening of formerly "shamateur" tournaments to pros in 1968 - you are likely to strike Dell or someone under his direct influence.

His law firm - Dell, Craighill, Fentress & Benton - represents more than 25 players, including most of the top American men of two generations: Arthur Ashe, Stan Smith, Bob Lutz, Dennis Ralston, Marty Riessen, Charlie Pasarell, Harold Solomon, Dick Stockton, Roscue Tanner, Brian Gottfried, Eddie Dibbs. The only notable exceptions are Jimmy Connors and Vitas Gerulaitis. Among the foreign players in Dell's stable of clients are Manuel Orantes, Raul Ramirez. Wijtek Fibak, Tony Roche. the Amritraj brothers, Zeljko Franulovic and Jan Kodes.

Dell was the first general counsel of the Association of Tennis Professionals, the male players' union that he was instrumental in founding in 1972, and by his own description, executive director Jack Kramer's "right hand man." Although he passed on the day-to-day legal business to one of his partners. Frank Craighill, when Kramer turned over the directorship to Bob Briner in 1975, Dell remains closely indentified and involved with the AIP and the shaping of its policy.

A corporation formed by Dell and his partners, Pro Service, Inc., promotes exhibitions and three tournaments - the Virginia Slims of Washington (women), the United Bank Classic of Denver (men), and the Pepsi Grand Slam, a four-man special event for TV. It is also involved in two other tournaments, the Volvo Classic and the Washington Star International, which are promoted by the nonprofit Washington Area Tennis Patrons Foundation, an organization supporting local senior tennis for which Dell has special affection.

Additionally, another Dell partner. Ray Benton, is tournament director of the Colgate Grand Prix Masters. It was Dell who talked Colgate-Palmolive, which was already pouring millions of prize money and promotional dollars into women's tennis, into picking up sponsorship of the $1.5 million men's Grand Prix bonus pool, starting this year.

Dell represents the ATP, as well as the Italian anf French tennis federations, for the sale of TV rights. He is instrumental in packaging and selling telecast of Grand Prix tournaments on the Public Broadcasting Service and is a color commentator on them - an on-criticized conflict of interest which producer Greg Harnex and Dell defend as follows: Dell's on-air participation predates his other roles, and he is undeniably good. Indeed, most discerning viewers rate Collins and Dell as the best team currently working tennis broadcasts.

Dell's law firm also represents some 15 pro basketball players, including NBA stars Moses Malone, John Lucas and Adrian Dantley. Dell was an All-Met forward at Landon and freshman basketball captain at Yale, briefly an [WORD ILLEGIBLE] of Julius Erving's first contract dispute (at the request of Erving's antorney, Louis Nizer. Dell withdrew in favor of Archibald Cox), and in 1974 turned down an offer to become commissioner of the American Basketball Association.

Green Bay Packers draft choice Mike Butler, from Coolidge High and Kansas this year became Dell. Craighill's first football client. The firm has represented Sonny Jurgensen since he retired from the Redskins, handling TV contracts, appearances, estate and tax planning, and also has a number of corporate clients requiring non-spots-related tax, investment, real estate and trial work.

Dell's law and promotional firms now have 22 full-time employes, including eight lawyers and two business school graduates. They occupy the entire 12th floor of the Brawner Building at [WORD ILLEGIBLE] 17th St. NW, and have offices in Tokyo and paris.

In basketball and other sports, in which he represents clients for a retainer and a $100 hourly fee rather than a percentage of gross revenues, Dell is know simply as a good lawyer. In tennis, where he manages most of his clients' business affairs, across the board, for a percentage of their gross income, he wears numerous hats.

"Donald's best traits are that he's brilliant, he knows tennis inside-out, better than anybody else, he can express what he knows, he's a tremendous negotiator, and he has taken care of his clients in the best sense," said one friend. "But obviously, he's also Dr.Conflict. In fact, you have to invent a new phrase for him because 'conflict of interest' is too simple. He's mega-conflict."

Dell insists that the serving of several masters is acceptable because his conflicts are not concealed. They are disclosed and accepted by the various parties involved. Dell likens himself to the super lawyer-agent-powers of basketball and hockey. Larry Fleischer and Alan Eagleson, who are executive directors of the National Basketball Association and National Hockey League Players Assocaitions as well as attorneys for individual players.

"Flefscher represents 30 to 50 players in the NBA, and Eagleson represents about 250 or 300 in the NHL, and I submit there is a direct relationship between that fact and the strength of the associations they head," Dell said. "Fleischer has done wonders from the point of view of the player in the NBA, and there's no question that some of his strength came from representing Oscar Robertson, Bill Bradley, Willis Reed and some of the other big names. The exact same thing goes for Eagleson in hockey. But nobody ever wants to listen to or deal with that.

"Jack Kramer got up one day in a Grand Prix committee meeting about three years ago and said, 'I've been hearing about conflicts in tennis, and I want to state publicly that I only want to deal with people who have conflicts, because they're the only ones doing anything.' There's a hundred conflicts in tennis, but mine stick out because I'm in the forefront of doing a lot of things."

It is easy to be flip about Dell ... to call him "Donald Deal" ... to scoff at his perennial tardiness ("You learn," said Arthur Ashe, "that when he says 15 minutes, he means three hours.") ... to suggest, as some of his friends do, that his twins must have been conceived on an airplane, or by telephone ... to stereotype him as a jet-age Machiavelli of tennis.

But he is too complex for that; he defies simple caricature. He believes in his heart, even if few others agree, that his motives are pure. He is convinced that the good of the game and his won long-term self-interest are one. To thoe who are with him, he is a clever, loyal, seemingly inexhaustible ally: to those against, a vindictive and heavy-handed adversary. "He is," said Collins, "a good friend and a fearsome enemy."

Never a great diplomat, Dell can be frank and brusque. He had little patience for stupidity, indecision, or interference with what he thinks should be done. He has been known to scream at people that he will have their jobs.

When Alastair Martin, then president of the U.S. Lawn Tennis Association, pressured him into resigning the American Davis Cup captaincy in 1979, for example, Dell told him, "O.K. but I want you to remember one thing. I'm going to be involved in tennis long after they forget how to spell your name." Ruffled feathers, in his scheme of things, are less important than "the track record."

"Let me explain something about my inner self," Dell said recently, sitting in his office, where sporting and scholastic mementos share display space with his political heroes - Winsion Chrchill, Bobby Kennedy and Sargent Shriver, "I beleve in being a doer, a creator, an accomplisher. I think a person should be judged on his performance, not personality.

"You always hear people say, 'Aw, God, tennis is all screwed up, everybody's fighting, all the entities want power.' You know what I say to those people? 'Analyze it very carefully. We're going to have an $11 million men's circuit in 1978, with 20-odd events on national television. We've got a good, strong players' association, a Men's Pro Council, a code of conduct and a healthy sponsor for the Grand Prix. We haven't done it all wrong."

Vitriol rises in his voice as he continues: "Has all this voice as he continues: "Has all this happened in spite of our stupidity? That's what I say to all those little, petty critics on the street corner, who knock everything and don't do anything."

He is pacing by now, puffing on a cigar, as he refers to a quotation from Teddy Roosevelt that lies under the glass atop his desk:

"It's not the critic who counts, not the man who points out how the strong men stumbled or where the doer of deeds could have done better.

"The credit belongs to the man who is actually in the arena, whose face is marred by dust and sweat and blood, who strives valiantly, who errs and comes up short again and again, who knows the great enthusiasm, the great devotions, and spends himself in a worthy cause, who at the best knows in the end the triumphs of high achievement, and who at the worst, if he fails, at least fails while daring greatly, so that his place shall never be with those cold and timid souls who know neither defeat nor victory."

Dell's ascent in tennis has been much more a consequence of skill than luck, but he is first to admit that was the beneficiary of fortuitious timing. As David Cup captain at age 29, he was in position to become the first of the new breed of player representative-entrepreneurs when open tennis arrived in 1968.

Dell grew up in Bethesda, 75 yards from the Edgemoor Country Club, where he practiced his tennis with the same tireless zest for work that has characterized him since. He ranked No. 1 nationally in the 15-and-under division in 1953, captained the varsity at Yale, and ranke as high as No. 5 in the U.S., in 1961.

He was a member of the U.S. Davis Cup team in 1961-63 although his only singles appearance was against someone named Taeghi Akbari in the meaningless fifth match of a 5-0 U.S. victory over Iran at Teberan in 1963.

Even in his youth, Dell had a reputation for arrogance and abruptness. Collins remembers his first encounter, when he and another "hacker" from the host Longwood Cricket Club played Dell and Crawford Henry of Tulane in the third round of the 1959 National Doubles: "Both of them were just awful - rude, condescending, bitchy college punks who considered it below their dignity to have to play us."

Predictably, Dell was never a favorite of the dinosaurs in old school blazer who pretty much ruled tennis until the late 1960s. He chafed under the autocratic and archaic rule of the USLTA, which is undoubtedly one of the reasons he later poured himself so actively into the players' rights move.

"The ATP is the best thing that's ever happened for the players," he said, launching into a subject on which he is nearly evangetical. "If every player stopped and thought for one minute about the benefits and voice they've derived, they'd realize that what the ATP has done in five years is remarkable. Entries now are on computer rankings, not on who you know. The players have a say in the schedule, the prize money breakdown, the code of conduct ... in their destiny.

"When I was coming up, we couldn't stay in Europe for a week after Wimbledon without permission from the USLTA. I was suspended in 1963 because I came back two days late. I was kicked off the Davis Cup team, off the grass court circuit for six weeks. i was told I couldn't accept any travel, hotel or meal expenses for three years. I didn't have any hearing.

"That experience left some scars.I believe in the players' movement. I think the players should have a voice in their own destiny, and they never did before the ATP."

Dell quit the circuit in October, 1965, and went to work for the Washington Law firm of Hogan and Hartson. In 1967-68 he was special assistant to Sargent Shriver, the director of the Office of Economic Opportunity. In March, 1968, he joined the RFK campaign, in charge of training and placing advance men in five states. Shortly thereafter he was appointed Davis Cup captain by USLTa president Bob Kelleher, one of the few enlightened and politically savvy amateur officials, who had been the captian when Dell played.

"Shriver strongly suggested I take it. He felt that if I did a good job, it would get me out of the pack of former players and put me in a different category," Dell recalled. "So in April, I accepted. Then Bobby was killed in June. I was bitterly disillusioned with politics, so I threw myself completely into tennis. For about 18 months, all I did was Davis Cup."

Although he said he did not intend it initially, the captaincy supplied his power base. He became fast friend and informal adviser of his players, and our of them - Ashe, Smith, Lutz and Pasarell - later became his initial elients.

"In the three years just preceding, we had lost to Spain, Brazil and Ecuador, and Donald turned our effort into nothing short of a quest to get the cup back to America," said Ashe. Dell was a determined captain, and under his inspired leadership the U.S. regained the cup at Adelaide in 1968 and defended it against Rumania at Cleveland in 1969. Dell resigned later that year, under fire from a new USLTA regime that thought he was too powerful, outspoken and independent.

"I think everything Donald did as captain was good," said Collins, who traveled much of the trail with the team in 1968. "He built team spirit, won the cup, hired Dennis Ralston as coach and set up a dynasty that lasted three more years.

"But there was a great deal of resentment, because he was abrasive and he did what he wanted. He was very down for awhile when he was told to resign or be fired, and the team was going to go on strike. But to his credit, Donald talked them out of that, and later he told me it was the best thing that ever happened to him, because it made him freer to move about in the larger world of tennis."

One of the most significant things Dell did as captain was to stand up to USLTA officials who wanted the team to play the 1969 U.S. Summer Circuit for under-the-table appearance fees, as in the old days, rather than fro prize money. Dell founded the Washington Star International as a $25,000 even right after Wimbledon and practically forced the other summer tournaments to follow suit.

"Donald said decisively that the team would not play any tournament that didn't have prize money. He literally forced Open Tennis into actuality in the U.S." said Collins. "That's what pushed the outdoor, game out of the country clubs and into honest professionalism. Donald deserves tremendous credit for devising that strategy and using the muscle to make it work."

Dell also saw early the opportunities for merchandising players off the court.

"I had conflit with some USLTA officials who wanted Ashe and the rest of the team to endorse rackets, shoes and clothing with the money going to the USLTA," Dell said. "I fought that before I represented any of the players. I felt that if they were going to endorse anything, they should get the income, not the USLTA. There was a natural conflict there, because I was closer to the players than the officials were."

When Dell, who had been earning $28 a day as Davis CUp captain, rooming with Frank Craighill and Lee Fentress in a Georgetown bachelor's apartment, opened his one-room law office in October, 1969, the first fruits of the tennis boom were just blossoms.Dell had the vision to see how fertile the orchard was and what kind of cultivation it needed. He has been reaping a bountiful harvest for himself and his clients ever since.

Ashe, who once said that the two people he would trust with his life were his father and Donald Dell, said that "friendship aside, Donald is a helluva lawyer too - utterly scrupulous and thorough. Once he represents you, he dogs you to make certain you live up to every commitment."

Dell's clients confirm unanimously that he handles their affairs well.

"My only complaint is that the office might be too big now; if you're not one of the top guys, it takes time for the endorsements and exhibitions to filter down," said Harold Solomon.

"But I think they parcel things out farly. I'm happy with my contracts. I have complete confidence in the office or I wouldn't be there."

Dell points out with great pride that in eight years, only one client has left him. That was a basketball player.

"We've never lost a tennis client," he said. "Two we've asked to release us from our obligation to represent them. One guy who was only interested in smoking pot and another never kept commitments."

It's no accident, Dell said, that "we represent the classiest and most honorable guys in tennis."

That is the type of client he looks for - one to whom he can be friend, attorney and confidant, not merely agent.

"A lawyer goes to law school for three years and has to live up to a canon of ethics. I don't think you should represent a player by being a 'yes man.' We try, through persuasion and leadership, to get clients to do the right thing."

This notion is fundamental, Dell said.

"I sincerely believed when I set up my practice that Arthur Ashe and Stan Smith would be the Arnold Palmer and Jack Nicklaus of tennis - no just as winner, but as heroes, gentlemen and motivators," he said. "Those two guys, through their behavior on and off the court, have done more than anybody else to build a strong, healthy tournament game, because they've always done what they believed in their heart was the right thing, even if it cost them individual dollars in a given situation."

Not everyone has viewed Dell as having such lofty motivation, however. Enter Bill Riordan, himself a forceful personality and accomplished promoter. No one seems to know exactly when or how their animosity, which grew to enormous dimensions of fear and loathing, began. But certainly Riordan, a rare live wire amid the USLTA deadwood, was one of the most persistent voices urging that Dell be dumped as Davis Cup captain.

The control Dell had over the top U.S. players was a threat to the indoor circuit Riordan had built up after engineering the shift of the U.S. Indoor Championships from New York to his adopted hometown of Salisbury, Md.

Riordan thrived in the under-the-table days because he was the shrewdest promoter around, but he perceived that this young whippersnapper Dell, by telling the Davis Cup team when and where to play, could mess things up.

The rift grew because Riordan and Dell are diametrically opposite personalities. Riordan is a master of flamboyant rhetoric and manipulation of the press; Dell is not.

Riordan was a staunch Republican, a Nixon-Agnew man, who came on like a cross between a fight manager and an old-fashioned political boss. Dell, a liberal out of John Kennedy's Camelot, was tough but stylish.

Dell likes to confront people head-on.

"If a guy comes up to me, friend or enemy, and say, 'Donald, I think what you're doing stinks,' I really respect that guy," Deli said. "I like to deal that way."

Riordan told everybody but Dell that what Dell was doing stank. He was always lurking in the background, whispering, and Dell felt his reputation was being poisoned insidiously.

Riordan went increasingly public with his anti-Dell campaign and made it a crusade. He called Dell and Kramer "pirhanas," and charged they were plotting to monopolize tennis through the ATP. With Jimmy Connors, suddenly the No. 1 player, as his front man. Riordan orchestrated a $40 million antitrust suit against Kramer, Dell and Commercial Union Assurance, Colgate's predecessor as the Grand Prix sponsor.

He also took aim at Ashe, the ATP present, and Ralston, whom he accused of being Dell's puppet as David Cup captain. More suits and countersuits followed as war raged for more than a year.

A settlement was amde in August, 1975, and Dell says that although the suits did not cost him or Kramer a penny personally, "They caused me a great deal of pain, aggravation and suffering. First of all, I hated being linked with Riordan in every article, because if you're always compared with a skunk, you come out smelling, at best, like half a skunk. Secondly, it took an idordiante amount of my time, the legal fees which the ATP assumed were considerable, and the anguish you and your family go through in any lawsuit is unpleasant."

Riordan, who pretty much departed the tennis scene to become the mogul of skateboarding after Connors left him, still pops his head in now and then long enough to mutter, "If the true story were ever told, Dell and his cronies would make the Brinks gang look like a troop of Girl Scouts." he may have paranoid about it, but others have concerns about Dell's power.

Unlike some of the Johnny come lately agents, Dell is thoroughly acquainted with the Byzantine politics of tennis. It is his unique combination of clout and entepreneurial ability that makes many people wary of him.

"I was a great Dell fan five years ago but now I think he's potentially the most dangerous man in tennis, consumed with lust for power and money," said one European who is deeply involved in the game internationally. "He has an impressive list of clients, and he has to make money for them and for himself. He's playing both ends against the midddle, influencing players and their association and promoting special events himself.

"Donald is much more important than Mark McCormack or any of the other manager-promoters into whose hands the game has fallen, because he's a politician as well. He maneuvers behind the scenes much more successfully than the others. He's pulling most of the strings."

Others acknowledge the extent of Dell's influence but believe he has too much regard for the future of the game in which he has made his fortune to defile it.

"There are a lot worse rip-off artists," said one austraian player.

But even two of his most ardent admirers Collins and Kramer have, reservations about Dell's hyper extended position in the sport.

"I know he has the game at heart, but he feels a terrific pressure to keep up with the Joneses in the agent business," said Collins. "Since he's so much smarter than the other, he makes better deals are not for the good of the game, and I tell him so. That Grand Slam thing is pure schlock; it's a nice idea, but the name is a full, the time is awful, and it's not what it purports to be . And Donald's ongoing war against Team Tennis while he continues to peddle players to them - there's nothing unethical about it, but it sure is strange."

Kramer. Dell's tennis idol, mentor and close friend, lectured his protege last spring on the dangers of a dual role as player reprsentative and promoter.

"My point is that when an agent, who has an influence over a player's schedule, gets into the promotional end, he's got a big edge over the people who just put up prize money under certain guidelines," Kramer explained. "Why should a tournament that has no influence put up $150,000 when maybe a McCormack-controll or Dell-controlled even gets a better field for $100,000? That's wrong.

"And I think it's lousy that an agent has to recruit players by guaranteeing money and using his current players to make those guarantees good. Let's say, for example, that Borg is 18 and a potential champion, and you're an agent who's got a Laver and a Newcombe. You say to Borg's people, 'Tell you what we'll do. We'll give you the regular percentage on anything we sell, plus 15 one-nighters using Newcombe and Laver as the draw in which the kid will get a slice of the gate, win, lose or draw.'

"Donald hasn't done that as much as McCormack, but he feels he has to or he's going to lose all of the new players. Both McCormack and Dell, if they want to, can go to 40 or 50 places in the world with two established tallents and two potential talents, get $20,000 or $25,000, take 20 per cent off the top for putting on the event, then take another 15 or 20 per cent because their guys are in it. That's biting the cherry two ways and it hurts the tournament game."

Kramer points out that Dell is much less given to this sort of practice than his competitors.

"Overridingly, I think Donald has the best interests of the game at heart," Kramer said. "He realizes and convinces his players that the tournament game is their lifeblood, and they support it. They have backed him up and formed the backbone of the ATP.

I'm a strong believer in Donald, but I get mad as hell sometimes when he gas too involved in promoting and interrupts the free flow of players. He's got a big organization now, a lot of talented people to support, and they depend on the income."

Dell simply points to his record. If he merely wanted to maximize shortterm income, he said he would have taken Smith and Ashe when they were No. 1, the hottest properties in tennis, and set up exhibition tours for them, the way McCormack has for Borg, Nastase and Laver.

Rather, one suspects that Dell would like to have someone utter about him some day the same sentiments he expresses about Kramer."I think Jack will go down as one of the outstanding contributors in the history of pro tennis. I think, likewise, he is probably one of its most misunderstood guys. Many people think all Jack wants is power and control. I don't believe those are his motives at all, and I think Iknow him as well as anybody. I think what he wants is a growing, healthy, strong pro game."