The hope that the second meeting between Evander Holyfield and Lennox Lewis on Saturday night turns out better than the first depends almost solely on the old and undersized warrior Holyfield. Two unknown factors make the outcome difficult to predict: Did Holyfield really feel ill before their first fight, as he has said? At 37, does Holyfield have enough left to fool his critics one more time and defeat a much larger opponent, especially when he has experienced trouble against big foes? If Holyfield is truthful in saying he plans to take the fight to Lewis, then plenty of action will ensue.

It seems logical that Holyfield will try to be more active in the scheduled 12-rounder at UNLV's Thomas & Mack Center than he was during the March 13 bout in New York, a fight that ended in a controversial draw that failed to unify the heavyweight title. The much-criticized judging robbed Lewis of owning all three major belts, leaving him as champion according to the World Boxing Council and Holyfield as titleholder for the World Boxing Association and the International Boxing Federation. With an outstanding trio of Nevada judges in place for this bout, Holyfield knows he must show a lot more aggression to win.

Mixing it up could mean major trouble for Holyfield, outweighed 242 to 217--unless he manages to land a pop on Lewis's questionable chin.

"He knows where to find me, and he won't have to be looking for me," said Lewis, a 9-5 favorite. "There is no reason for me to take any unnecessary risks. Why would anyone do that? But if there is a chance for me to jump on him and get him out of there, no question about it, I'm going to do that."

If the 6-foot-5 Lewis can keep the 6-2 1/2 Holyfield at the end of his long jab as he did in the first fight with a reach advantage of 84 inches to 77 1/2, he would win easily. But Lewis appears nagged by questions about why he didn't finish off the sluggish Holyfield in March, especially in the fifth round, which Lewis dominated. Why would he change tactics?

"Ego," said Rock Newman, who managed the retired Riddick Bowe. "Ego sometimes gets in the way."

From the look of Holyfield, sculpted but clearly old for this business, he would need a major mistake by Lewis--unless Holyfield (36-3-1) is able to put on the fight of his life. Holyfield has been underestimated before, which leaves some boxing observers wary in their forecasts, and opinions mixed. Trainer Floyd Mayweather Sr. picks Lewis. Another trainer, Teddy Atlas, picks Holyfield. Had Lewis been less wary the first time, he might have won so convincingly there would have been no way to sell a rematch. But in his 34-1-1 career, the 34-year-old Lewis never has delivered a signature performance. This is what he wants.

"Although it is pretty evident that I won the first fight, there is still that emptiness there where people are saying that you are the champ but I still don't have the other two belts that I'm supposed to have," Lewis said. "I think that this next fight with Evander will open the door for my legacy."

At least two things concern Lewis: promoter Don King's presence and Holyfield's tendency to head-butt.

"Anything can happen when he is involved," Lewis said of King.

"If Evander butts, and you know he will because he always does, the referee has to call it," Lewis said. "What I'm afraid of is that the referee will call it accidental, like the referees always do."

The third man in the ring will be Mitch Halpern, who handled the September welterweight unification bout in which Felix Trinidad edged Oscar De La Hoya. The respected retired referee Mills Lane calls Halpern "the best referee."

Lewis is correct in calling attention to Holyfield's tendency to butt. Holyfield butted Mike Tyson, which some say was part of the frustration that caused Tyson to lose his composure and bite Holyfield's ears in 1997. Lewis said that the only time he has been cut was from a butt by Holyfield in their first fight. Holyfield responded: "I'm not head-butting. I can't be tall enough to get my head up to his to head-butt him."

However, Holyfield is a fabulously wily competitor who knows how to take advantage of every small opportunity. The follow-through on some of his punches includes the forearm and even the elbow. Holyfield said he will punch on a break if his opponent does, and he will fire even after the bell if it means getting in the last punch. "If I'm hit at the bell, I'm swinging back," he said. "The person who sits down having taken the last punch has got more to worry about."

Holyfield-Lewis II is reminiscent of the Holyfield-Bowe trilogy because Lewis and Bowe are about the same size. Holyfield narrowly lost a decision in a slugfest in the first bout, narrowly won a decision in the second bout with less action and lost decisively in the third when stopped in eight rounds. After that, Holyfield twice beat Tyson.

"Mike Tyson was made to measure for Evander Holyfield," Lewis said. "I believe I'm the best heavyweight, and I'm out to prove it."

Notes: Sharmba Mitchell (45-2) of Takoma Park will defend his WBA super lightweight title against the WBA's No. 3 contender, Elio Ortiz (17-3) of Caracas. Ortiz has fought all but two of his fights in Venezuela, and none in the United States. "I don't know much about him," Mitchell said. "But I've had a great training camp in Ohio, and I'm ready."