LAS VEGAS (AP) – The fighter in Bernard Hopkins still grows bitter when he thinks about the narrow loss to Jermain Taylor that cost him both his middleweight titles and one of the most remarkable championship runs in history.

The promoter in Hopkins looks at it differently. He sees nothing but opportunity because the fight set up tonight’s rematch for the 160-pound titles Hopkins once owned.

“I didn’t plan for it this way,” Hopkins said. “But the positive thing is we get to do it again for my family, for my bank account, and for boxing.”

Hopkins finds himself in an unfamiliar position as he heads into what he swears will be the last fight of his career. For the first time in more than a decade he will be going into the ring as a challenger instead of a champion, thanks to the split decision Taylor won in their first fight last July.

He’ll go in angry, still upset that one judge scored the 12th round that he seemed to dominate for Taylor, costing Hopkins a possible draw that would have allowed him to retain his undisputed middleweight titles.

“I’ve been crucified my entire career,” Hopkins said. “But I beat the guy the first time and I’m going to beat him again.”

Taylor would disagree, but whatever happens, Hopkins says the fight will be the last meaningful bout of his career. He turns 41 next month, is already a partner with Oscar De La Hoya in his promotional business, and seems to understand that the end is near.

He’s giving up youth, speed and power to Taylor, but his ring savvy and accurate punching ability have prompted oddsmakers to make the fight a pick em affair.

“Father Time has knocked on my door, but there just hasn’t been anyone home,” Hopkins said.

Time is something Taylor has plenty of. The 2000 Olympic bronze medalist is a champion at the age of 27 and promises to get nothing but better as his career goes along.

Though Taylor won the first fight, he faded badly toward the end and admits he was both overwhelmed by his first big title fight and awed by fighting a legend in Hopkins.

He says that won’t happen again.

“I know I didn’t prove myself last time but I did enough to win the fight,” Taylor said. “Everybody who knows me knows I’ll take care of business this time.”

The scheduled 12-round fight at the Mandalay Bay hotel-casino (9 p.m. EST, HBO pay-per-view) is a classic matchup of an aging but wily veteran against a future star who has the skills to dominate the division the way Hopkins has the past 10 years.

If that wasn’t enough, there are subplots that include a bitter feud between Hopkins and Taylor’s promoter, Lou DiBella, and Hopkins’ belief that everyone in boxing is out to get him. Hopkins (46-3-1, 32 knockouts) added fuel to the fire by mocking Taylor’s stuttering problem and claiming that Taylor turned his back and ran during much of the first fight. Taylor responded by bringing out a doll with Hopkins’ name on it at the prefight press conference, and calling him a crybaby.

“I really do believe Hopkins has awakened the young lion,” said DiBella, who used to promote Hopkins and recently won a $600,000 slander suit against him.

“This kid walked into the first fight awed by the circumstances, the magnitude of the fight and his opponent. This kid is going to walk into this fight awed by nothing, plus with a lot of anger and a lot to prove.”

Taylor (24-0, 17 knockouts) admits to not being up to the moment in the first fight, when he chased Hopkins in the early rounds and ran out of gas late. But he says things will be different in the rematch, when he won’t waste energy chasing Hopkins or wrestling with him.

“That was the worst night of boxing I’ve had in my life,” Taylor said. “He’s accurate with his punches but he never hurt me. He gave it his all in the first fight but he doesn’t have enough power to hurt me.”

Hopkins points to the fact he has knocked out all three fighters he has faced in rematches as evidence he knows how to adjust and get better. And he also points with pride to the fact he has fought in the same 160-pound class for 15 years now.

Hopkins says he won’t allow himself to leave boxing with a loss.

“There’s a lot riding on Saturday night,” he said. “This is the one where Bernard Hopkins is leaving on top.”

AP-ES-12-02-05 1628EST