Kevin Kelley is a reporter's dream. You ask what time it is and he'll tell you the history of Big Ben and the lineage of fine Swiss timepieces. Just ask him a question -- any question -- and just get out of his way and let the tape run.

This Saturday night at the MGM Grand in Las Vegas he takes on Marco Antonio Barrera. 'The Flushing Flash' is a heavy underdog to Barrera, considered one of the game's best fighters and the world's best featherweight. His last shot at a major world title came in September of 2000, when he took on Erik Morales for the WBC title on short notice and got stopped in seven rounds. He would take on three lesser opponents in 2002 (Raul Franco, Humberto Soto and Johnny West Gutierrez) before getting this shot at Barrera. A shot at Barrera that most feel is undeserving. You ask him about this and you get a classic Kevin Kelley filibuster.

"Thank you for the positive motivation," he starts out. "I love this, it's equivalent to what Roy Jones goes through in his game. He beats the fighter and they'll find something negative to say about him. I guess it's them trying to sell papers by pissing off the public. I had the same problem when I fought 'the Prince' and how they accepted him. New York and the network put him on TV and gave him all this money and everything else.

"It's a difficult time and age for Kevin Kelley at this point. I don't worry about that, I don't take it under my skin anymore. I let that bother me and it showed in my performance because I would go out and try to knock people out because I was so pissed off at the media and pissed off at the public and pissed off at everybody who was betraying me. And I felt betrayed, they forgot about me, it's simple. I'm here to remind them who exactly Kevin Kelley is.

"Barrera is the best fighter in the world today and as a fighter we forget that's why were here -- to pick fights with the best fighters in the world. It reminds me when I was in Brooklyn, the best guy in the school -- I wanted to fight him and I wanted to beat him because if I beat him, then I was the man."

Whew, now, that reply was to one single question. OK, where do we begin?

While Kelley looks ahead to Saturday night, you always get the sense that he has his past in the back of his mind. Despite having a pretty storied career, for Kelley, it's always about what could've and should've been. Despite being a featherweight, Kelley was a regular performer on HBO in the early to mid-'90s, carving out a significant niche before the days of Barrera and Morales. That would all change when he would walk in against Alejandro Gonzalez with an undefeated mark of 41-0 and the WBC title in San Antonio in January of 1995. Ten rounds later, gone were his title belt and his unblemished record. His status would never be the same.

"It's quick how this game can write you off all of a sudden," Kelley said with some bitterness in his voice. "You're just a fighter. We gotta have bad days, we all have bad days some days. Out of 41 fights, I was undefeated and I had never had a bad day, I had a bad day and the game was ready to retire me and shut the door on me. HBO threw me off the network after I had a draw with Bones Adams. So I'm used to getting beat with a bat. I got the Marvin Hagler career, it's obvious."

But despite what Kelley proclaims he was still a semi-regular on HBO, his fights against Derrik Gainer (including their classic slugfest in their first meeting and their disappointing rematch), Edwin Santana, Hamed and Morales were all televised by the network. But what really seems to irk Kelley is that while he may have laid the groundwork for the smaller fighters to appear on 'the Network of Champions' he wasn't able to reap the benefits like those who came after him.

"I understand their reasoning, but I didn't agree with it because the bottom line is that they advertised me with Lennox Lewis, Trinidad and all the other millionaires on that board and I said 'What's wrong with that picture?' The picture is that you wanted to pay me way further down than the other guys but you advertise me as the only lighter fighter that you have," he said of his ascension on HBO and their marketing campaign. "I put Barrera on TV. I put on Mayweather. I brought Hamed here. I put Gatti on. Gatti was my sparring partner. I literally put these guys on. Junior Jones, I put on, he was my friend. I talked to Lou DiBella about him. So me and Lou did it together, created 'Boxing After Dark'. What I'm pissed off at is that the idea that I was told that I was doing the commentary when Barrera fought McKinney and I never got that job and I wonder what happened to that promise, what happened?

"So if anything, I don't let it go unsaid that I'm very bothered by the idea that I never got what I deserved and people felt the same way. The public feels I've never gotten what I deserve and here's an opportunity to get something I deserve."

But while his wars against Goyo Vargas were instrumental in HBO showcasing the lesser known, smaller fighters, it wasn't his idea according to DiBella, who at the time was HBO's boxing czar.

"No, he didn't create 'Boxing After Dark'," DiBella says, "but Kevin was one of the guys that I had in mind when I created 'Boxing After Dark'. But at the same time I have to say that he was a shameless self-promoter, particularly for a featherweight -- and that's a great thing. And to be honest, he did on a smaller level, what Hamed did on a bigger level later. In other words, Kevin managed to create a career for himself and become of the little guys I was thinking about when I decided 'Boxing After Dark' would be a good forum for them. He absolutely played a role and he deserves credit for playing a role."

It is ironic to note that Hamed's much ballyhooed HBO debut in December of 1997 took place in New York at the famed Madison Square Garden with Kelley serving as the opponent. In a riveting back-and-forth firefight, Kelley would send 'the Prince' to the canvas several times before getting halted in the fourth. While Hamed would go on to more and more lucrative bouts on the network, Kelley would make just two more appearances on HBO -- losing to both Gainer and Morales.

"He had a good HBO career," continued DiBella, "but to be honest he stopped appearing on HBO when he got old. The Morales fight sort of spelled the end for him in terms of getting live HBO fights."

So now he faces Barrera, a fight that mostly likely wouldn't be accepted on the network but is ironically on pay-per-view. 2003 has been the year of the upset (as evidenced by Marquez-Austin, Mayorga-Forrest and Sanders-W. Klitschko) but it's also been the year of the perceived mis-match with fights like Gabe Ruelas-Acelino Freitas (that was eventually cancelled) and the May 3rd meeting between Oscar De La Hoya and the faded Yory Boy Campas. So will it be the former or the latter in Barrera-Kelley?

"If you compare the competition that Kevin fought last year: Soto, Gutierrez and Franco to the competition for example like Yory Boy Campas or Gabe Ruelas was fighting, it's night and day," points out his manager Tom Loeffler. "It wasn't like Kevin was just taking fights to get easy wins or easy knockouts and then hope to get a title shot. He was fighting quality competition in order to re-establish his credibility."

And not surprisingly, Loeffler, feels as though his man has a shot of bucking the odds.

"I think Kevin has a very good chance of pulling an upset," he said. "There's no question that he is the underdog going into the fight. Most people don't give him any chance of beating Barrera at all but the thing about this opportunity is that Kevin is definitely motivated. The fact that a lot of people have written him off to compete on this level.

"I think Kevin, out of all the people that HBO was talking about as a potential opponent for Barrera, Kevin is the only one because of his style, he's the only one that has a chance to beating Barrera. Kevin's a slick southpaw that has faster hand speed than Barrera and punches harder than him. He's going to be physically bigger in the ring than Barrera."

While it's true that Kelley is the bigger fighter (he's fought 10 fights above 130 pounds) the fact of the matter is that he is rapidly approaching 36 years old and his last win over a 'name opponent' is against Jesus Salud in March of 1997. Coupled with the fact that Barrera is in his physical peak, a Kelley victory would be a monumental upset.

"Remember Vargas? Remember Rafael Zuniga? Remember James Pipps? Remember Troy Dorsey?" asked his long-time trainer Phil Borgia rhetorically, harkening back to Kelley's glory days as a frenetic punching machine. "Kelley is in sync with everything we want to do. His tunnel vision is like you wouldn't believe. The focus is fantastic "and to quote Roy Jones," Kelley adds "'Y'all musta forgot' that I was 41-0 before my first loss, you musta forgot that it was seven years I was undefeated. You musta forgot that I made this s__t happen on HBO for all the lil' guys. The concentration and effort right now and the focus is so fantastic."

Of course, some would point out that it's easy to forget because those things Borgia mentioned happened so long ago. Waaaay back in the 20th Century. But the fiery trainer says that his charge is ready to turn back the clock.

"It's gonna be like Vargas, all you have to do is look at the Vargas tapes and even though he was much younger, that's what you're going to see," Borgia continued. "And let's be blunt, Barrera, is no Vargas as far as power goes. I mean he's a great fighter, don't get me wrong, but he does not possess the power of a Vargas. A Vargas in his prime, he was a tremendous puncher and although Barrera is a skilled fighter, he is no puncher like Vargas was. He's not bringing that to the table."

When Kelley was downed by Morales a few years back, he took that bout on short notice and had to lose about a dozen pounds in eleven days. According to his physical therapist Tom Kocher, Kelley was already down to 128 a week-and-a-half before the fight after going through a short training camp in Coachella, California to prepare for this bout. But in addition to being better prepared physically, he comes in with a much clearer mind. After his loss to 'El Terrible' Kelley took almost a two year sabbatical from the game to work out some personal issues and prepare for his next career.

"I was doing commentary, I was going through a divorce, I went through a lot of things in my life," said Kelley. "I needed that two years."

He says that his ending his 12-year marriage to his former wife Valerie, with whom he had five kids with was "the toughest fight, I think, in my life."

But others would say that at this stage of his career he'll be in for one just as challenging from Barrera. A bad loss here and it's the last we would see from Kelley, at least from Borgia's perspective.

"If that happens, I tell Kevin 'Let's get away, we're done, we're finished, bro. It's over'," Borgia said. "Bottom line, 'Take what you got, invest it, make some money and enjoy your life. You've got commentary work, you've got a young fiancee. Enjoy your life, you don't need this boxing no more.'"