On a rare occasion in Penn State football, a sort of coup took place against coach Joe Paterno.

He came to the Nittany Lions with the choice of playing in the 2000 Kickoff Classic, something about which he was less than enthusiastic. When the Michigan-Virginia Tech matchup fell through, Penn State was given the option to play Southern California.

The team's response was overwhelming.

"I didn't accept that, believe me," Paterno said. "I said that means that you are going to start a week earlier, you are going to give up a lot, they are a tough team — I went through the whole thing. I asked 'Does anyone want to play?' and every hand went up."

As a result of the massive reaction, the No. 22 Lions face No. 15 USC at 2:30 p.m. Sunday at Giants Stadium.

"We wanted to play," Penn State fullback Mike Cerimele said. "When someone comes to you with that opportunity and you don't want any part of it get the heck off the team. This is a great opportunity for us."

Much is at stake for each squad, both of which had a share of difficulties last season. The Trojans are fighting for the reputation of the PAC-10, which has declined as a conference in the past decade.

They're also grappling to regain their position at the top. After a 6-6 finish in 1999, USC was far off the program's usual winning pace. The bast bowl game win came in 1996 against Northwestern, and third-year coach Paul Hackett has a 13-11 record with the Trojans.

Despite the recent slump, USC has a roster full of talented returning starters. And no matter which side of the ball they're on, the Trojans have quickness in their corner.

"They have a couple of kids who can really move and run," Paterno said.

"You can try to negate that speed, but then you make yourself a little bit more vulnerable to some other things. We had a couple of guys that somebody could make a couple of mistakes and a couple of guys could chase people down. We don't have that kind of speed."

Sophomore quarterback Carson Palmer has eight career starts, but is expected to be a vital part of best utilizing the offense's speed.

But he is 15th on the Trojan's career passing list with 169 completions and threw seven touchdown passes in 1998 as a freshman.

One of Palmer's main targets will be sophomore wide receiver Kareem Kelly, who set PAC-10 and USC freshman records with 54 catches and 902 receiving yards.

Kelly also is a member of the track team and ran a world junior record time of 5.67 in the 50-yard dash.

In keeping with the Trojan tradition, the linebacking corps is one of the team's best assets.

After producing such players as Junior Seau and Chris Claiborne, seniors Zeke Moreno and Markus Steele combined for 199 tackles and seven sacks last year.

The Lions might not have the speed of USC, but tailback Larry Johnson said that they prefer the power team reputation they have.

And Penn State is also more than ready to use that power against an opponent after a long, strenuous preseason and practice.

"After the things Coach Paterno asked us to do," Johnson said, "it's been a long time coming."

But Paterno still has reservations. He said he was happy with the squad's energy and attitude, but the game is still a daunting task.

"If I had it to do over again, I wouldn't," Paterno said.

"But I am not going to second guess myself or second guess the squad. I think we are looking forward to playing against a very, very fine football team and a big time game."