George Foreman bowed to Father Time Friday night, but not without a fight.

The Punching Preacher carried his 42 years and 257 pounds over 12 rounds against Evander Holyfield, and most of the time he carried them forward."Senior citizens everywhere can be proud of themselves," Foreman said.

But in the end, youth was served. Holyfield, 14 years younger and 49 pounds lighter, was simply too fast of hand and nimble of foot for Foreman and retained the heavyweight championship with a unanimous decision.

The 12-round loss could send Foreman back into retirement, just as a 12-round loss to Jimmy Young in 1977 ended his first boxing career, during which he was heavyweight champion in 1973-74.

"It was a good performance," said Foreman's brother, Roy. "I don't know if he'll fight again. We'll wait and see."

Most of an estimated crowd of 15,000 at the Convention Center seemed genuinely pleased that Foreman went the distance.

There had been criticism that Big George had fed his comeback a diet of weak opponents and that he might end up being embarrassed.

Foreman was anything but. He pursued Holyfield and his dream of becoming the oldest man to win a title in any division, occasionally landing a jarring left jab, an uppercut and a right to the head.

"I'm glad I didn't take it for granted," Holyfield said. "George is a determined fighter. He has the desire to win. George is a lot quicker than people think. He had me confused at times."George can hit."

He just didn't hit often enough. Foreman landed 188 punches to 355 by Holyfield.

As soon as the fight ended, Foreman walked to Lou Duva, Holyfield's adviser and corner man, and said: "Thanks for the opportunity. He won."

Foreman stood tall in defeat.

"We kept our dignity and there was no retreat," said Foreman. "We proved that the age - 40, 50 or 60 - is not a death sentence. It will be 50 years before the world sees something like this again."

"He proved to me at 42, you're not too old," Holyfield said.

What the crowd at the Convention Center and viewers on pay-per-view television got was a genuinely interesting fight. There was always the possibility that Big George might land one of the thunderous punches that enabled him to knock out 23 of his 24 comeback opponents and 65 of his 69 career victims.

Holyfield did not run and hide, either. He used intelligent movement, hard jabs and quick combinations to keep the ponderous Foreman off balance throughout.

Judge Jerry Roth favored Holyfield 117-110. Judge Eugene Grant scored it for the champion 116-111 and judge Tom Kaczmarek saw it for Holyfield 115-112.

The AP card favored Holyfield, 118-110.

The victory gave Holyfield consecutive wins over a quarter-ton of opposition. He won the championship last Oct. 25 on a third-round knockout of 246-pound James "Buster" Douglas.

"I put out, and he was able to take it. That proved he wasn't an old man and he had the desire to win," said Holyfield.