LAS VEGAS -- Charles Spaziani, an Easton, Pa., attorney who has known Larry Holmes since he was a teen-ager and served as his legal adviser throughout his seven-year reign as heavyweight champion, sat in the Sports Pavilion at Caesars Palace watching Holmes work over a sparring partner.
"I thought Larry was finished with this part of his life," Spaziani said. "But when you've still got the itch, you've got to keep scratching until it finally goes away."
Boxing has been more than a seven-year itch for Holmes, who at 42 and twice a grandfather, will try to recapture his youth tonight when he challenges undisputed heavyweight champion Evander Holyfield.
Holmes, a self-proclaimed millionaire who owns substantial real estate holdings in Pennsylvania and Florida, insists money is not his prime motivation.
"This fight is about the championship of the world, one more time," said Holmes, who lost his crown to Michael Spinks in 1985, dropped a controversial rematch in 1986, and was flattened in four rounds by then undisputed champion Mike Tyson in his first comeback bid in 1988.
"I'd like to win the title again at 42, and defend it against a 44-year-old man. Holmes and George Foreman, fighting for the title. Now that would really be boxing history," he said with a booming laugh.
But the motivation goes deeper than that for Holmes, who, after all these years, is still trying to win the public's affection.
As adviser Harold Smith said, "Larry is still fighting a war within himself."
During the pre-fight buildup, his Jekyll and Hyde personality has been in public view.
For the most part, he has been outgoing, humorous, even beguiling at times. But, on occasion, as in an ESPN interview with Charley Steiner last week, he can be curt and testy, especially when Steiner revived memories of Holmes' tactless "Rocky Marciano couldn't carry my jock" remark after having his near-record 49 victory streak snapped by Spinks.
In a candid moment, Holmes said, "Since I first turned pro 20 years ago, I was never quite the right guy in the public's eye.
"The critics said my legs were too skinny, I couldn't punch hard enough to become a champion. And when I won the title, they put me down as a carbon copy of Muhammad Ali. I was never given credit. Never given respect. Never given anything."
Fight fans were even snickering behind his back when he launched his latest comeback 14 months ago, suggesting he was just another washed-up ex-champion capitalizing on the plus-40 Foreman's sudden emergence as a folk hero.
"Fighting again wasn't a whim with me," he said. "I'd always kept myself in shape, and fought some exhibitions. But Harold Smith convinced me that the heavyweight division today was short of talent. I looked at the overall picture and said, 'Yeah, I can do this.' "
Still, Holmes took minimum risks in fighting five journeymen before challenging then-unbeaten Ray Mercer last February.
"The fans booed me coming into the ring against Mercer and cheered me coming out," Holmes said. "I think people finally accept me for what I am. I'm approachable, I'm a family man, and I don't have a chip on my shoulder anymore. I'm very happy with myself."
Holmes, a 4-1 underdog, views his fight with Holyfield as a "win-win situation."
"If I lose, the fans will say, 'Holmes was an old man. Holyfield should've whupped him,' and I still take my $7 million back to Easton."
But Holmes is convinced he has the experience and know-how to do to Holyfield what he did to Mercer.
"I already have Holyfield figured out. He's in my pocket," he said. "He's predictable and programmed. Holyfield's not like Spinks, who zigged when you thought he'd zag. And Tyson also gives you a lot of angles.
"But I know what Evander is going to do, and I'll let him do it. I'll spring a trap and catch him just like I did Mercer. I think the fight will be decided in the middle rounds. Holyfield tired badly against Foreman and [Bert] Cooper, who both hurt him. Even Alex Stewart extended him."
Holmes said even the prospect of possibly being battered or knocked out does not frighten him.
"I've fought with bleeding eyes, a busted arm, a twisted ankle and cramps in my belly. I was almost knocked cold by [Earnie] Shavers and [Renaldo] Snipes. I got off the floor and won. Yeah, and I've been knocked out, too.
"There is nothing that can happen in the ring that I haven't experienced. But how will Holyfield react when these things start happening to him?"
Despite the significant age differential -- Holyfield is 13 years younger at 29 -- Holyfield's camp has expressed legitimate concern over fighting Holmes.
"He's like a man on a mission," said Lou Duva, Holyfield's camp coordinator and co-trainer. He believes he can remake his image. That makes him dangerous if Evander thinks it's going to be easy."
Adds promoter Dan Duva, "I really thought Riddick Bowe would have been an easier fight for Evander than Holmes. I felt Evander xTC could take Bowe's heart away. But you can't take Holmes' heart. But if Larry decides to slug it out with Evander in the middle of the ring, he's got no chance. But he's not that stupid.
"I'm expecting Larry to fight 30 seconds a round and try to steal the fight the way Ali did in his final years. Evander has to keep his cool and fight under control."
While his advisers worry aloud, Holyfield remains supremely confident.
"I know what Larry can and can't do," the champion said. "A guy like Cooper, you never knew what to expect, and Foreman wings his punches.
"But Larry is an orthodox fighter. The jab is his best weapon, and I've known how to defend a jab since my amateur days. Same with a straight right. I know all the right counters.
"At 42, he's still got a strong spirit. But I've got to tap his body. I have to find out if his body is doing what his mind says."
Holmes' heart and mind tells him a boxing miracle is possible. But the wise guys and boxing history say he will fail the same way old heavyweight warhorses like James Corbett, Jim Jeffries, Joe Louis, Ali and Foreman failed to relive their dream in the past.