SHERMAN OAKS, CA.-Looking like a Mutt and Jeff face-off, James “Lights Out” Toney stood there bending his neck backward to get a look at too-tall Tony Thompson at Sisley’s Restaurant on Tuesday.

You can literally see the glee in Toney’s eyes.

Toney (70-6-3, 43 KOs) and Thompson (31-2, 19 KOs) are happy because in the world of heavyweights they’re among the top of their class and since nobody will fight them, they will clash with each other on Saturday, Dec. 13 at Morongo Casino for the vacant IBA title.

When two heavyweights like Toney and Thompson can’t find a fight, then you know that something is rotten in Denmark. Or make that Germany.

It was recently announced that Hasim Rahman – who was recently battered when he faced Toney at Pechanga Resort and Casino this past summer- would be fighting Wladimir Klitschko for the IBF and WBO titles.

What is the boxing world coming to when the obvious loser of a fight (though the original TKO ruling was overturned by the California State Athletic Commission to a no decision) is rewarded with a world title fight?

Thompson recently lost by 11th round TKO to Wladimir Klitschko in Germany. Before the end, the tall Washington D.C. boxer had given the Ukrainian boxer problems with his height and reach. Later, Thompson revealed he wasn’t 100 percent going into the fight and could do much better.

Toney can’t get within talking distance of either Klitschko brother. Back in 2004, a meeting scheduled with one of the Klitschko’s dematerialized because of fear that the Michigan-born fighter might run amok.

“They were told I might get violent,” said Toney to the crowd of more than 200. “They were right. I like to get violent. If they see me at LAX they better run.”

Dan Goossen, president of Goossen-Tutor Promotions, said the Toney-Thompson fight made sense because of both boxer’s reputations and willingness to fight anybody.

“People and fans want compelling fights,” said Goossen who has promoted for 29 years. “These are two outstanding heavyweights that nobody else wants to fight, so they’ll fight each other.”

Also on the card will be former 2004 Olympian Andre Ward, who captured the gold medal in Greece. The Oakland speedster is recovering from a knee surgery after injuring his knee playing basketball.

“My knee feels great and is not an issue,” said Ward, the NABO super middleweight titleholder. “I’m anxious to get back in the ring.”

Ward’s last fight took place in the Cayman Islands where he decimated Jerson Ravelo and fooled most of the viewing audience by refusing to move backward. The Oakland super middleweight simply circled and fired like a fast-moving PT boat. The knockout came quick.

“A win puts me a few rungs up the ladder,” said Ward, who will probably contend for a world title in 2009.

In the main event, the world title is already on the line. Though it isn’t one of the more recognized or touted world title bouts, for at least one of the fighters it’s a symbol of true worth.

“I don’t care about those other titles the Klitschkos hold, they’re all cowards,” says Toney, who scoffed at the credibility heaped on the two Ukrainian brothers. “It’s you reporters who are to blame. It’s you guys who keep saying they’re good. They’re bums.”

Thompson, on the other hand, has already fought one Klitschko and knows a return match for a world title can be gained by winning his next fight.

“A win against someone at that level pushes me right back into a title fight,” said Thompson, who will train in D.C. for this fight. “I’m really pleased about fighting someone the stature of James Toney.”

Toney, who just turned 40 last August, may be mellowing outside the ring but not inside.

“I’m the People’s champ because I fight everybody and they know it,” said Toney with his cigar within reach. “I’ll fight em all. I’ll fight the Russian giants.”

You gotta believe he would.