HOLLYWOOD -- It's James Toney's world, sissies. And don't forget that.

If you do, he'll be happy to remind you -- and everyone else within earshot -- right after he's finished brutalizing and humiliating an undefeated heavyweight prospect in a typically heated Wild Card gym sparring session.

"It's my world! My world! Y'all (expletive) is just livin' in it!" Toney hollered to the top of his lungs after going 10 rounds with Terry Smith last Monday, one of his final days of sparring in preparation for Saturday's heavyweight showdown with Evander Holyfield. "Look at his face! All of you so-called fighters and wanna-bes look at his face. I will do this to all of you in here! I don't care if you are a flyweight or a heavyweight or a ... or a ... a yo-momma-weight!

"I don't care if you white, black, Mexican, Chinese or a MaxBoxing columnist, you all a bunch of sissies to me," he said. "I'll ... put a dress on you and make you run just like I'm going to make Holyfield run."

During his training camp for his April IBF cruiserweight title fight with Vassiliy Jirov (who he out-pointed in a career-rejuvenating victory), Toney had his teammates toss dog biscuits into the ring when a sparring partner stood up to his punishment. He had his cronies offer toilet paper to the poor saps who could only talk in return of his abuse.

During this camp, Toney has broken out feminine hygene products for the sparring partners who didn't hold up to his tough-guy expectations.

"It's my way of letting them know they fightin' like (expletives), like (expletives)," Toney sneered after brutalizing Smith, a strong 220-pound heavyweight from Little Rock, Ark. with a 18-0 (13) record. "And I tell right them to their faces, too."

Toney is not very P.C. is he? He's loud, obnoxious, vulgar and mean.

But the man can fight. When he's not in the ring, he can be shy, smart, funny, friendly, and considerate.

Toney is one of the slickest boxers and toughest fighters to come around in the last 30 years. At the end of the day, that's all that matters in the gym, especially the cramped one-ring boxing club that sits on top of a Laundromat at the corner of Santa Monica Blvd. and Vine Ave. For the past two months, between 2 and 4 in the afternoon, the Wild Card gym has been Toney's world.

On Monday, Toney was supposed to be in New York City. But a guest spot on the Howard Stern show fell through when the three-division champ was barred from boarding an airplane because he allowed his driver's license to expire.

"So what?" Toney said about the missed PR opportunity. "What do I need to fly all the way to New York just to sit around some radio station with a bunch of naked women? I don't need that (expletive). Right here is where I need to be."

The Toney of eight or nine years ago would have been more than happy to be a part of the Stern circus. He probably would have traveled to New York City with Dr. Dre or Mickey Rourke to take part in the kind of distractions that can lead a potentially great fighter to losing a very big fight (like his lackluster loss in a decision to Roy Jones back in '94).

No more distractions for Toney. Which is too bad for his sparring partners.

Just a few years ago, a good cruiserweight or heavyweight had a chance of surviving a sparring session with Toney because the former middleweight champ was grossly out of shape. They'd have to be tough and take his combination of verbal and fistic abuse early on, but Toney would tucker out in the later rounds (smoking, drinking and over-eating to the point of carrying nearly 70 extra pounds tend to do that to a fighter's stamina).

Heavyweight contenders Lamon Brewster and Jeremy Williams are two such athletic (and hard-punching) heavyweights who were able to do this during what has come to be known as Toney's "Dark Years" (the mid-to-late '90s). But no matter how hard they hit Toney, or how often, they could never make him quit (or shut his mouth).

Now that he's in shape, Toney's aim is to see how tough his sparring partners are -- mentally and physically. His goal is to make every one of them quit, because that is what he envisions doing to Holyfield this Saturday.

"Oooh! I'm the man!" Toney yelled one month ago in the center of the Wild Card ring after digging a left hook to Smith's body during the fourth round of a seven-round sparring session, only the second one of the camp. "You takin' a beating, son, keep your damn hands up. Come on baby, be a man. You 18-0? You a bitch! Don't worry, I'm gonna do Holyfield worse than you.

"He'll go to the hospital after we fight. He's gonna quit."

Toney made a couple sparring partners quit and go home at the beginning of his training camp. The ones who were able to hold out -- Michael Simms, Imani Lee and Marcus Harvey -- had to go through hell.

Especially Smith, who provided Toney with the bulk of his hard rounds.

Freddie Roach, owner of the Wild Card Boxing Club and Toney's trainer, knows that Holyfield has a lot of different "looks" in the ring. The old man can be a boxer, a pressure fighter, a counter-puncher or a slugger depending on the situation.

Simms, a 12-0-1 slick boxing cruiserweight from Sacramento, was brought in to give Toney the "boxer" look. Toney said Simms would just run from him for a couple a rounds before getting knocked out. Of course, he said this loud enough for the former amateur standout to hear.

Lee, a massive but modestly talented heavyweight journeyman, was brought in to help Toney acclimate to Holyfield's tremendous physical strength and inside wrestling tactics. Lee is 6-foot-3 and 285 solid pounds, but he was no match for Toney's skills and was even surprised by the former middleweight's strength.

"James has done some weight lifting in preparation for this fight," said Roach. "I don't care much for boxers lifting weights, but James felt that he would need a little more strength against Holyfield. I'm more concerned with his cardio. I don't think he needs any more strength. Speed is his asset. He still has a middleweight's speed and heavyweights can't deal with that."

For a fighter with more than 70 pro fights, Toney's hand speed and fluid reflexes are incredible.

"Amazing. He doesn't even look winded," said prominent manager Gary Gittlesohn after witnessing Toney drop repeated crisp combinations on Smith in the ninth round of their tough session last Monday.

Toney sparred at least seven hard rounds with Smith. After that, Harvey, a busy, brooding cruiserweight journeyman from Inglewood, was brought in and instructed to attack Toney with non-stop punches while the champ utilized only his defensive moves -- slipping, ducking and blocking shots -- to get by. Although the rounds were fast paced, Toney would actually rest while standing right in front of Harvey, making him miss almost every punch.

However, Smith, who was brought in imitate Holyfield's pressure-fighting or brawler "look", was the main sparring partner. Whatever he was paid, it wasn't enough for the sheer abuse he had to absorb for eight weeks.

Smith was literally hit with every punch in the book and also every insult known to man.

Toney would follow his accurate double left hooks to the hip and jaw with raunchy talk about Smith's "momma" and "sister". Every jab Toney landed was followed by taunts of "Come on, son". Toney questioned Smith's manhood as he tested the midsection with both hands. After landing solid uppercuts from either hand, Toney would dare Smith to "quit". When he made Smith miss (which was whenever he wanted to), Toney would step around the beefy prospect, pat him on the butt and say "I'm over here, punk" before jolting him with counter punches.

In the middle rounds, Toney would invite the tiring Smith to unload with his best left hooks and straight rights. The three-division champ would take all of the heavy shots, partially blocking some, but allowing others to land clean on the button.

"Ooooh! I like that, let me have it!" Toney would say, laughing and dancing in front of the befuddled big man.

Or Toney would scold Smith for his lack of power. "You think you can hit, bitch? Come on! You want a shoot-out!?"

After six or seven rounds, Smith was a spent bullet. His nose was bloodied, his eyes were puffy and his lips were badly swollen. But Toney's punches and taunts would not let up. In fact, he got nastier with his words and even quicker with his gloves.

These final rounds -- rounds seven, eight, nine and 10 -- were hard to watch. I felt guilty as I cracked a smile whenever Toney hammed it up for the camera or strutted around the ring after the bell sounded.

Boxing isn't black and white. It goes beyond winners and losers or good guys and bad guys. It's complex.

And Toney is one of its more complicated characters.

Tony's got good people around him, and that is usually a very good gauge. His wife is a kind and together woman who seems to have grounded Toney with the kind of focus that only the foundation of family can bring.

Dan Goossen, Toney's promoter, is human and approachable. And he and Toney have plenty in common -- they are both mavericks in their own way.

Toney's publicist, Debbie Caplan, is dependable. Toney's co-manager and conditioner, John Arthur is a man of his word.

All of Toney's assistants -- from his longtime friend and cornerman from Detroit, Jimmy Griggs, to his personal assistant Juan Gonzalez -- are loyal and friendly. His assistant trainers and mitt men, Eric Brown and Macka Folley are honest, dedicated and hard working.

And finally, there's Roach, his quiet, humble and honorable head coach. Roach and Toney have a mutual respect for each other and the result of that bond may give the former Michigan drug dealer the biggest win of his career -- a victory over a former four-time heavyweight champion.

Roach believes that a cruiserweight-sized Toney has the best chance of out-boxing the former undisputed cruiserweight champ, who has taken on mostly giants in the heavyweight division for the past 13 years.

"The lighter the better," said Roach. "I'd love for James to come in between 195 and 200 pounds."

Toney originally wanted to come in at about 215 pounds. They have come to a compromise and Toney says he will come in around 205 pounds.

Last week, he weighed 212.

"From here on out, he'll just do a lot of cardio and shake out," said Arthur. "James can sometimes lose four or five pounds a day, so making 203 or 205 will be no problem."

Roach believes Holyfield will take the fight right to Toney, pin the smaller man to the ropes and attempt to break him down the way Jirov tried to do earlier this year. Although Toney boxed well with his back to the ropes against Jirov, Roach thinks this strategy would be a mistake vs. Holyfield.

"Jirov was not strong enough to break James down, but Holyfield is bigger and even tougher -- he's a real heavyweight -- he'll be there for 12 rounds and he might be strong enough to [break him down] if Toney lets him beat on him," Roach said. "I expect Holyfield to be at his best and James would be a fool not to."

Toney's no fool. He's in shape to box and counter punch for 12 rounds, without the use of the ropes. He says he knows Holyfield is going to pressure him and that plays right into his quick and heavy hands.

Toney says he is at his best when a bigger, stronger man is trying to break him down the way Merqui Sosa, Iran Barkley, Prince Charles Williams and most recently Jirov tried to do. In the end, it was Toney who broke them down.

"I expect Holyfield to be the bully," said the ultimate gym bully. "And I'll be right there for him. I expect him to bring his 'A-game' but I ain't running. I'm going to be the professor and I'm takin' him to school, so he's taking a nap."

For some reason Toney thinks he can do what Mike Tyson and Lennox Lewis were not able to do. Maybe it's all talk. If it is, he's in trouble, because Holyfield isn't bothered by big mouths. Holyfield could very well be the Joe Frazier to Toney's Ali.

But if Toney's right, if he sees something most of us can't, be prepared -- boxing will be his world if he wins this fight.

And all the sissies will just have to get used to it.