Last summer, Frank Layden felt like a new man. He had shed beaucoup pounds with his vegetarian diet and was trim and healthy. But at the same time, he had questions about himself.

Was he really making a difference as president of the Utah Jazz? At age 66, when many people think of retirement, would golf and travel make more personal sense to Layden than to continue extolling the NBA on the banquet circuit? Than to sitting in on Jazz management meetings when the weather was nice?In a way, his questions were answered for him when it became apparent last July that the Utah Starzz of the WNBA needed a coaching change and he was the first choice for the job.

"All of a sudden, I found there was purpose in my life," said Layden, the 1984 NBA Coach of the Year who in 1998 liked having a reason to get up on time to prepare for morning practice and liked spending Sundays preparing lessons and game plans and watching game films again.

He coached the last nine Starzz games of '98, then anxiously dove into preparing for the next season. He couldn't wait for 1999 training camp to start so he could again begin teaching these knowledge-hungry women about the game of pro basketball. About life.

As the Starzz open their third season tonight at 7 p.m. in the Delta Center against the expansion Orlando Miracle, they have a rejuvenated man coaching them.

And the franchise itself seems almost to be as born-again as its coach.

After a tired first two seasons, in which it won a total of 15 out of 48 games, the franchise has new coaches, new systems, new players, new hope, new purpose, new attitude and a new family feel to it. There's a new look to the game, too, sort ofstructured like the Jazz but always digging for the fast break with pressing, trapping defenses and ball-hawking little guards.

"It's a whole new start. A new environment. It's like a brand-new team," said guard Debbie Black, who comes in new from the ABL Colorado Xplosion but who has, through a month of training camp, seen the Starzz' returning players acting revitalized as well by the influx of talented players and by Layden's serious-but-fun approach to the game.

"I'm glad it's a new start because we weren't very successful the last two years," said second-year guard Tricia Bader. "With a successful coach, we have all the tools to start building this program."

"He brings back the fun of it," said forward Wendy Palmer, stalwart of the Starzz in their first two years. "Coming into this year, you're just excited. It feels different. This year there is more leadership," she said, adding that there's "more weapons and more depth."

As this season approaches, Palmer describes herself as, "Just happy." And she couldn't always say that.

New to the Starzz are the three draftees from the defunct ABL, including two-time ABL all-star Black, the '97 ABL defender of the year; No. 1 choice Natalie Williams, a power forward from Taylorsville who was 1998 ABL MVP/leading scorer/leading rebounder, and ABL second-team all-star forward Adrienne Goodson from legendary college powerhouse Old Dominion.

Also, there's fourth-round draft pick Dalma Ivanyi, a Hungarian rookie guard out of Florida International who led the NCAA in assists. And two free agents, Polish rookie point guard Krystyna Lara and USC rookie forward Michelle Campbell, who was coached for a time in college by second-year Starzz assistant Fred Williams.

That leaves just five active returnees: guard Bader, forwards Elena Baranova, LaTonya Johnson and Palmer and 7-foot-2 center Margo Dydek. Returnees Chantel Tremitiere (partially torn hamstring) and Olympia Scott-Richardson (working to regain game shape two months after becoming a first-time mother) are on the injured list.

"You're doing things a lot different. It was chaotic the first two years," said Palmer, Utah's scoring/rebounding and steals leader in its first season but slowed by injury last year.

No one wants say anything bad about former Starzz coach Denise Taylor. She tried, but it was obvious in nearly two seasons that she wasn't making the professional level. She came from a small-college environment, self-assured and ambitious and with a fistfull of high recommendations.

But she never was able to instill a professional atmosphere. Players were lackadaisical in practices, late for practices or meetings, and that carried over to games. Taylor sometimes looked to players to work the team out of jams in games. If they couldn't do it quickly, she'd call for someone else.

That's why Palmmer said, "This year, it's a lot more organized, and we're not trying to do the coach's job."

Bader spent her 1998 rookie season fearing making a mistake more than feeling confident in her ability. It is different under Layden. "He's allowing you to show what you can do," she said.

Layden regrets that, as Jazz/Starzz president, he didn't spend more time at practices and traveling with the team and counseling Taylor, who often sought his advice. But then, the Jazz went about as far as they could into the playoffs both those first two years, occupying nearly the whole organization's time while the Starzz started their seasons in comparative near-anonymity.

But that is over and done.

Now, Layden is treating players like professionals, expecting them to be on time, not only for practices but also as they make their moves in drills and in plays on the court. Timing. Spacing. Positioning. Little things that add up to execution. And winning.

One player called it "freedom with structure. He always tells us to be creative. It's a give-and-take thing. It kinda makes the game fun. We know where we're supposed to be on the floor, bit if someone is open, it doesn't mean youu can't pass them the ball."

Black, at 32 a veteran of 10 pro seasons, said she learned more in the first two weeks of Starzz training camp than she'd learned in her whole career. She and Palmer are especially fascinated with the teaching aspects of Layden's practices, noting that he has much to impart to them.

And when things finally sink in, as they did last week for nearly everyone, it was "Like a light bulb going on. That's exactly how it feels," Black said.

"He's hard on us, (but) criticism only makes you better," observed Palmer. "It's for the best for you. He's helping you to grow as a player. He takes us back to the fun of the game -- and that's why we're playing. It's like a classroom, you're learning so much. I love it."

All this fun and learning has come with a price: Sweat and sore muscles.

Layden has worked the Starzz hard, holding two-a-day practices nearly every day for an unheard-of four weeks. Through the fatigue, they have learned from him, and they have learned to count on each other.

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On days when sore muscles don't want to move any more, one person seems to always find the spirit to get through one more practice, and that carries the whole team to new levels.

"It definitely builds mental toughness and creates a bond with your teammates. We're a family," said Bader. Surviving a month of double-days has shown them, "There's nothing you can't get through," she said.

"I'm excited to see where our team can go," said Johnson. "I have a lot of faith in the coaching staff and can see us going to the playoffs." She is a second-year player who agonized over losing all the time last year. "I haven't lost that many games in my life," she said.

In 1999, "We're not going to accept that," Johnson said.

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