It's a matchup slightly past its 'best by' date, but the Rich Franklin-Dan Henderson light-heavyweight main event at UFC 93 Saturday still holds intrigue.

The two mixed martial arts fighters have pedigree, history and more than a few weapons between them.

Franklin (26-3) is well-rounded with good technical striking skills. At 34, there's plenty of fight still left in him and only Lyoto Machida -- in 2003 -- has beaten him in 17 outings at light-heavyweight. Last time out, against Matt Hamill, he showcased his kicks, eventually stopping Hamill with a brutal body blow at UFC 88 in September.

The former UFC middleweight champion is also a southpaw, always awkward for right-handers.

Henderson (23-7) is a former two-time Olympic wrestler (1992 and '96) with a powerful right hand. His left hook isn't bad either -- just ask Wanderlei Silva, who was annihilated by one at Pride 33. He may be 38 but remains one of the few men to have given Anderson Silva something to think about, at least in the first round, before being submitted by the middleweight champion in the second round at UFC 82 in March 2008.

Henderson controlled Silva on the ground for much of that first round, although he failed to significantly damage the champion. But he showed his ring savvy, covering Silva's mouth with his hand to make breathing difficult during the ground episode, becoming the first UFC fighter to win a round against Silva in the process.

Both men are listed at six foot one, but Franklin comes across taller in person and should have a reach advantage.

Henderson, who held the Pride equivalent of middleweight and light-heavyweight titles, is durable. His fights have gone to a decision 16 times, with Henderson winning 12 of those. He has never been knocked out.

"Dan, he's just tough and he's a grinder," said Franklin. "You have a guy like that who's not a really big fighter but fighting guys that are much larger than him, that's a difficult thing to do -- especially at that upper-echelon level. It just lets you know that he's definitely got some skill."

Franklin is a finisher. Only two of Franklin's bouts have gone the distance and he won both (Yushin Okami and Canadian David Loiseau).

All three of his losses -- two at the hands of Anderson Silva -- came by TKO.

Over his career, Franklin has more submission wins (nine, but only one in the UFC) than Henderson (one and that was 10 years ago).

"It's an interesting fight," said middleweight Alan (The Talent) Belcher, who takes on Canadian Denis Kang on Saturday. "They both have knockout power, I think I'd have to give the standup to Rich. He's got a little bit more movement and uses his punches and kicks a little bit more.

"In the clinch I'd definitely give that to Dan Henderson, he's probably going to take Rich down if he clinches him. . . . I think Franklin will find a way to beat him, maybe by decision."

Kang gives Franklin the reach advantage.

"But they always say the best weapon against a southpaw is the right hand and Dan has a killer right hand," he added. "So I think if Dan can land the right hand, he can put Rich Franklin away. But Rich can be tricky with that southpaw style. It's going to be who establishes himself (in the fight)."

Canadian light-heavyweight Krzysztof Soszynski, a member of Henderson's camp who played the role of Franklin in training, believes Henderson's wrestling will make the difference

"We've seen Rich against Anderson Silva in the clinch and we know that's Rich's weakness ... Dan's a great Greco-Roman wrestler. I think he can beat up Rich Franklin in the clinch. If he gets there, Rich is going to be in a world of trouble."

So what is it like to be in Henderson's clinch?

"Not fun," said Soszynski.

Franklin doesn't need anyone to tell him the Henderson game plan. But he's not that concerned.

"Well what he's going to want to do and what he's going to do are two totally different things," he said. "I'm sure he's going to want to take me down and knock me down. I think he's going to come out and throw some punches and at some point in time I believe that he might look to clinch me, unless he starts landing the big right hand."

"I tell you what I can't do," he added. "I can't get stupid and stand in the pocket and not use my footwork and let him throw those right hands."

Franklin believes his time with coach Matt Hume has helped grow his game, improving his transitions from one discipline to another. Franklin is also a perfectionist, leaving nothing to chance and studying everything.

"I'm 34. I'm not a young athlete. I'm not an old athlete yet. But I'm at this point still trying to evolve as a fighter rather than just kind of coast off of what I've attained in the skill level."

Both men have fought at middleweight and light-heavyweight, each walking around near the 205-pound light-heavyweight limit. The winner will have to drop down to 185 pounds to meet popular English middleweight Michael Bisping as rival coaches after Season 9 of "The Ultimate Fighter" reality TV show, probably in the summer.

Franklin weighed in at 203 pounds Friday while Henderson was at 202 pounds.

Bisping acknowledges both veterans represent a step up in class for him, calling them "legends in the sport." He says he believes Franklin will win -- and that he'd prefer to meet Henderson.

"I have no preference who I would rather fight apart from the fact that Rich Franklin is a southpaw and they're a pain in the backsides -- southpaws," said Bisping, who beat a lefty in Chris Leben last time out. "So I'd probably lean towards Dan Henderson simply because he's an orthodox fighter."

One X-factor Saturday could be cuts. Franklin was cut badly in the Hamill win and while he says it has healed fully, there was a time after the fight where he was concerned with scar tissue.

Franklin sees no evidence that time is slowing down Henderson, who last time out evaded Rousimar Palhares' attempts to take the fight to the ground en route to a decision over the jiu-jitsu fighter at UFC 88.

"He looked good in the Palhares fight, conditioning looked real good, he looked aggressive," said Franklin. "He still demonstrates all the same qualities today than he did when he was fighting in Pride. I don't see any change in him really or that age has caught up with him or anything like that."