What began as lunch at a Salt Lake restaurant stretched from the lunch hour into mid-afternoon, and still the men in the booth at the back of the room were scribbling their notes and talking earnestly. Frank Layden and Rick Majerus were talking basketball. And talking and talking and talking.

Other patrons came and went. Waitresses hurried by. The bill was delivered and paid. Another generation of customers came and left. And on they stayed.For 180 minutes they gabbed basketball techno talk, scribbling X's and O's on pads of paper. Zone offense. Press offense. Defense. By the time they finished, they had filled three legal pads - two for a scratch pad, one for the final draft Majerus made to place in his file cabinet with all the other notes from two decades of study.

"You guys waste a lot of paper," observed one woman as she walked by their table, amazed.

Waste? Didn't she realize class was in session?

For Majerus, this is part of his continuing education in the high art of basketball - to pick the brains of the best basketball people he knows. Layden is part of a circle of friends whom he depends upon for advice, second opinions and ideas.

They are coaches for the coach - Layden, the Jazz president and former Jazz coach who now does color for Ute TV broadcasts; Scott Layden, the Jazz personnel wizard; Don Donoher, the retired legendary coach of Dayton; Kohn Smith, the former Utah State coach and Indiana assistant; Jim Crews, the University of Evansville coach; Dick Hunsaker, coach at Manchester College; and NBA coaches Del Harris, George Karl and Don Nelson. When Majerus has something on his mind, these are the men he talks to, in restaurants, hotels, on the phone, any way he can.

"I'm not that smart of a guy," explains Majerus. "I bring in other guys."

For defense, he likes to go to Karl, Nelson and Harris. For the press, he likes Frank Layden. For shooting, Smith. For the fast break, press offense and zone offense, Donoher. And so it goes.

He might be seeking advice on how best to use a certain player's talents or how to attack a new wrinkle his next opponent presents. Or he might be considering nuances as subtle as the angle of a pick or whether the foot placement should be 2 inches to the left and so on. Majerus does not hesitate to seek input. He wanted to discuss the press offense with Layden, so they did lunch and Majerus brought along his stack of legal pads.

"Every once in a while we'll have lunch or dinner and talk about the game," says Layden. "I see the Utes play and practice, and he'll bounce things off my head. I tell him, when I was coaching I was right less than half the time. Basketball is a simple game, and there are many ways to skin a cat. I just tell him, `Have you thought about this, have you tried this, would this be better?' He likes to talk basketball, and so do I."

Majerus has one of the best basketball minds in the world and a record to prove it. When his Utes take the floor tonight against San Francisco, it will mark the seventh time he has taken a team to the NCAA tournament in the last nine years he has coached. And yet he is still very much a student at the age of 50.

"I have lots of sources to go to for my X's and O's," he says.

One of the men at the top of the list is Donoher, whom Majerus coached against during his early years as head coach at Marquette. When Majerus moved to Ball State, they began sharing ideas and visiting each other's practices.

"When I went to Utah, I kept up the friendship," says Majerus. "I rely on him. He's gone out with me and the team, but they don't know what a great coach he is. It escapes them. He's forgotten more basketball than I'll ever know."

Donoher, who took two teams to the Final Four, still lives in Dayton, but he flies to several Ute games and practices a year to advise Majerus. After games, the two of them go to a restaurant to eat and talk hoops, then retire to a hotel room and talk some more. Majerus also sends Donoher videotape for evaluation, and they frequently visit on the phone.

After watching the Utes lose a big game to Fresno State a few years ago, Donoher told Majerus, "We've got to change some things. We've got to simplify the fast break and find a way to utilize (Keith) Van Horn better."

Majerus and Donoher stayed up until 4 a.m. looking at video and making changes. At 7:30 the next morning, Majerus knocked on Donoher's hotel room door. "Look, we've got to look at this thing again," Majerus explained. They talked more hoops until practice began in the afternoon, taking breaks only for lunch or a mind-clearing walk.

"He's a special guy, and it's a special friendship," says Majerus. "He's like a doctor. I call him when I need him, when I'm hurting, or to tell me I'm OK.

Majerus also developed enduring friendships with Harris, Karl and Nelson while working on the same coaching staff with the Milwaukee Bucks. They are difficult to visit during the season because of the hectic NBA schedule, but they talk on the phone. Karl visited the Utes for two days last summer and watched video with Majerus, observed Ute practices and exchanged ideas.

"I probably went through six legal pads with him," says Majerus.

Majerus struck up a friendship with the Laydens when he moved to Utah. Both have been consulted by Majerus, and after every big win or loss, Scott leaves messages of congratulations or condolences, which have come to mean much to Majerus.

"And it's not political," says Majerus. "I can do nothing for Scott. I don't have a season go by that I don't call the Laydens to come over. I'd pay them half my salary to come over every day. I like to get their input on the use of personnel or ideas. Scott came back a couple years ago, for instance, and talked to me about importance of inside position on off rebounds."

Earlier in the season, Frank Layden visited the team's practice before a game against Rice. "He sat the team down and talked to them for a half-hour," says Majerus. "Then he got out on the floor and demonstrated things. A lot of times people say the same things, but the players hear someone else better. They might understand it better the way he explains it."

Majerus seems always to be seeking an edge. Last summer he and Hunsaker went abroad to study what coaches in Yugoslavia were doing. This year Majerus plans to fly East with Hunsaker and Crews to study under Wimp Sanderson at Arkansas-Little Rock - "I'm bringing the zone back," says Majerus. "He uses it a little."

Majerus has even been known to sit down with the opposing coach the night before their teams play, particularly UTEP's Bear Haskins. "Coaches should do it more," says Layden. "They should exchange notes and ideas. They don't do it enough. Rick does it a lot."

Only six weeks after undergoing heart bypass surgery eight years ago, Majerus flew to Indiana to spend a week following Bobby Knight around the gym (Knight retained a doctor to follow Majerus around). Majerus had studied at Knight's knee while an assistant at Marquette years earlier.

There are others Majerus would like to probe for their expertise, but he is reluctant to ask because he has no personal ties to them. "It's hard for me to do that," he says. "I'd love to sit down with (Jazz coach Jerry) Sloan. I just don't know him well enough. I don't like to be intrusive. It takes me a long time to make a friend."

What would he ask Sloan? Majerus doesn't hesitate: "I want to ask him about the timing of the offense and the angle of the picks, why he does things at certain times, and is it predicated on matchups. Also, when you run certain plays. I think Sloan - and I've said this since I came to Utah, before people got on the Sloan bandwagon - is one of great offensive minds in the game."

During many of his visits with his inner circle of advisers, Ma-jer-us makes notes and diagrams. When finished, he recopies the notes and X's and O's into neater form and then files them. He still has notes from a session he had with John Wooden 20 years ago. He actually pulled the file the other day to look up a Wooden play.

"I wanted to remember where they were making that pass and why," he says.

Majerus, obsessive and driven even by the standards of a profession that is obsessive and driven, never tires of searching for the perfectly played (and coached) game. "Rick knows what he's doing," says Layden. "He has great confidence in himself. All he needs is someone to reaffirm what he knows is right.

"No one in the game is better at practice or preparation than Rick Majerus. There are only two other coaches I'd put in the same category with - Dean Smith and Morgan Wooten. All of them are teachers. The gym is a classroom. That's where Rick's a master. That's where he wins games. Boy, he is good when he sets up a lesson plan."

Majerus calls it a labor of love. "I'm a lucky guy," he says. "I love practice, and I like hanging out with basketball guys."