LAS VEGAS -- By his admission, Evander Holyfield "never was what you called the best. But I always improved. When I lost, I learned." He lost as an amateur boxer. He lost in the 1984 Olympics. But he hasn't lost in 24 fights as a professional.

"All my life I've been fighting," he said before a huge birthday cake with 28 candles was rolled before him and, for a moment, he relaxed, carved and had pieces served all around. "It's been 19 years and 11 months that I've been waiting for this fight."

When he began boxing as a boy in Atlanta, he wasn't sure he'd grow up to be a heavyweight -- people today still doubt that he is more than a blown-up cruiserweight. But Holyfield, without flair, has persisted and Thursday night he will get his chance to win the heavyweight title from James "Buster" Douglas.

Holyfield, extraordinarily conditioned, allowed himself half a piece of cake. He spoke softly with reporters gathered about him, conveying a gentleness that seemed to isolate him from the gaiety, the gaudiness, the desperation of this town. Chin in hand, he appears to have to work at bravado.

"I look at myself and I figure out ways to beat myself," he said. "And I'll tell you, it's getting harder and harder to beat me. I look at Mike Tyson and I look at Douglas and, at my best, I'll whip them both."

Like Douglas with his four defeats, the churchgoing Holyfield has committed sins of the ring that can't be overlooked. If he hasn't lost, he's come close. A year ago, he almost was knocked out by Alex Stewart in Atlantic City. Fighting with the flu, Holyfield almost was dropped in the fifth round. He rallied to stop Stewart in the eighth and, indeed, has proven several times he can rally.

That night typifies his life in the ring: It's been a struggle. The "Baddest Man on the Planet" he's never been. He was the hard-luck story of the 1984 Olympics, getting the bronze medal instead of the gold when he was disqualified in his semifinal light heavyweight bout for knocking out his opponent as the referee was trying to separate them.

Growing up as an amateur middleweight and light heavyweight, Holyfield fought frequently. He took beatings. His record was 160-14. He could have found success in a more sensible walk of life. The youngest of eight (four boys and four girls), he graduated from Fulton High School in Atlanta in 1980. He could have gone to college, he could have found full-time work.

But he loved boxing -- the sport, the competition. To support himself so he could fight as an amateur he worked for Epps Air Service, pumping gasoline into airplanes. He was a swimming instructor and lifeguard. He married and has four children -- although his wife, Paulette, is seeking a divorce, which raises the question: Will he be able to concentrate on Douglas?

"I do have a clear mind," he said. But he won't talk specifically about his private life. His promoter, Dan Duva, said the marriage breakup has been a while coming, that it hasn't hit Holyfield as a surprise.

"He's disappointed by it," Duva said. "But the most important thing in his life now -- something he's spent his whole life trying to do -- is to win the heavyweight championship.

"He's mature. He's so focused it's unbelievable. Bombs could drop on this hotel and it won't affect him."

What no one disputes about Holyfield is his conditioning. If he were in the ballet, he could dance all night. If he were running a marathon, he could tack on extra miles. He could bench press Buster.

But at about 212 pounds, giving away 20 pounds or more and 5 1/2 inches in reach, can he box Buster?

Holyfield has the reputation of getting hit flush on the jaw. If Douglas lands with the full force of his 230-plus pounds, Holyfield will have to go to his Plan B: If he loses, he has a contract to fight George Foreman.

If Holyfield wins, he also has a contract to fight Foreman, although Tyson's manager, Don King, insists the Douglas-Holyfield winner must defend the title against Tyson and boxing's sanctioning bodies have yet to disagree.

Holyfield envisions a multitude of lawyers battling to determine his next opponent because (what fighter hasn't?) he's predicting victory.

"It's not the weight that's going to make the difference," he said. "The fight that's in me is going to make the difference.

"I've had the proper time to get myself into condition. My flexibility program, my endurance program are going to show at fight time."

Flexibility, endurance. The Holyfield buildup has been a literal one. He has surrounded himself with so many coaches -- one for strength, one for aerobics, one for flexibility -- that his trainer, Georgie Benton, who once fought with street-corner moxie rather than high-tech advantage, can't remember all the names.

"This gentleman here," Benton will say when speaking of one of the assorted coaches.

And: "Evander's been stepping around a lot better since this lady's been with him. I'm telling you, he's as graceful as hell."

The woman is Marya Kennett, a longtime ballet dancer who has a studio in Goshen, N.Y. She works with injured dancers and one of the dancers recommended her to Holyfield, who's never been supple.

"I stretch him," she said. "He's very, very tight. Very tight. I've loosened him up, and it's been successful, I think."

"When he first started working with her he couldn't touch his toes," Duva said. "Now he can get his wrists onto the ground."

"Not everybody has somebody like Evander to work with," Kennett said. "He has a perfect, perfect body."

Co-trainer Lou Duva, Dan's father, does not have a perfect body. Roly-poly Lou, who calls himself the "ringmaster" of the Holyfield camp, chimed in: "I'd like to say also she gives me a lot of grace, a lot of movement -- like a gazelle -- how to go up those stairs, into the ring, out of the ring, down the stairs, without tripping. And it's worked quite well."

More seriously, Duva added: "When we first took over Evander Holyfield, George and I detected one thing: This guy was running out of gas. It was his rap in the Olympics. He didn't have one bit of fat on him. But he didn't know which way to move. He used to cramp up all the time. And that's when we started to get concerned."

They called in the conditioning experts who made Holyfield stronger, faster, more enduring and limber enough to join a dance company. Benton supplied the boxing basics, which recently have included a lot of lateral movement. The result, they all hope (Dan and Lou and Georgie and immensely muscled-weight man Chaz and aerobics champ Tim and Marya), is what they're advertising as Evander "The Real Deal" Holyfield.

"Real Deal" is written on everything that can take stitching.

But sometimes when Holyfield has been hit, he's looked frozen in place. A statue. As a result, he's been hit again -- and again. Holyfield explains that he'd paused to "think."

"The Thinker."

Benton says, oh my, yes, Holyfield's been hit hard, but that he usually fended off the followup blows; they looked worse than they were. His hands up, Benton ducked his head to the left. They were glancing blows because Holyfield was sliding left.

But none of this means Holyfield plans to dance away from Douglas. Holyfield says he must come to Douglas from the outset of their 12-rounder, which involves some risk of getting hit, because he wants to apply pressure and wear the big man out.

Benton says that, unlike Tyson, Holyfield will be moving laterally and throwing punches as he approaches. Tyson simply walked in on Douglas, to Douglas's profound amazement. It was as if Douglas thought he had mountains to climb, more formidable than he'd ever faced; and with just a few love taps, Tyson fell as if into a crack in the earth no one knew existed.

"I'm not concerned with what Buster does, only with what I have to do to win," Holyfield said. "I'm in great shape, and even in the early rounds I have to make Buster fight, each and every round for it to take effect in the later rounds, if it goes to the later rounds.

"I don't have any expectations about Buster and what weight he'll come in at. Except that here's a man who's heavyweight champion of the world and he's not willing to give it up just by not training. I'm not looking to fight Buster at his worst. I'm looking to fight Buster at his best.

"But even though Buster will give 100 percent, I still feel I'll beat him at his best."