Rick Pitino remembers when he used to drive through Louisville as Kentucky's coach and shake his head at the ho-hum basketball facilities and surroundings.
These days he still shakes head, only now he does it in amazement.
The Cardinals open the sparkling KFC Yum! Center on Tuesday when they host No. 16 Butler, the crown jewel in a decade-long building boom. The Cardinals will move into the $238 million, 22,000-seat facility after 54 years at historic - if not exactly comfy - Freedom Hall.
''I didn't think it would be as grand as it is,'' Pitino said.
The arena has all the bells and whistles, from luxury suites to high-tech video displays to a terrace that overlooks the Ohio River.
What it doesn't have, at least not right now, is a top-ranked basketball team.
The Cardinals were picked to finish 10th in the Big East, and even the ever-optimistic Pitino is calling this a ''bridge year.''
Not exactly the debut season the Cardinals their coach had in mind when ground was broken on the arena four years ago.
The interim has seen Louisville end each season in the NCAA tournament but the program's momentum has been blunted since a loss to Michigan State in the regional finals in March, 2009.
And the reasons have little to do with what's happened on the court.
Pitino has spent much of the last year-and-a-half dealing with the fallout of a failed extortion attempt by the ex-wife of a team manager. He acknowledged having a sexual tryst with Karen Sypher seven years ago and spent six hours on the witness stand during her federal trial this summer.
Sypher is awaiting sentencing after being found guilty of extortion, lying to the FBI and retaliating against a witness, though the toll on Pitino's reputation has been palpable.
''It's been a tough 18 months, there's no question about it,'' he said. ''I had to do the right thing a lot of places, but I'm much more tolerant of certain things.''
In some ways, he hasn't had much of a choice.
The extortion attempt came to light shortly after John Calipari was hired at Kentucky, and the combination of the two seemed to swing the balance of power toward the Wildcats.
While Calipari reeled in a pair of top-ranked recruiting classes, Pitino has scrambled to fill the roster. This year's top incoming player is 6-foot-11 center Gorgui Dieng, a lean, raw unfinished project who will need to add weight - and lots of it - to withstand play in the physical Big East.
Pitino's biggest ''get'' in this class could be Elisha Justice, a high school star in eastern Kentucky who initially came to Louisville as a preferred walk-on before a series of departures left the Cardinals with an available scholarship.
The bench has endured an overhaul too. Pitino hired recruiting guru Tim Fuller - a former player at Wake Forest and a marketing executive at Adidas - and former high school coach Mark Lieberman to energize the staff while good friend and assistant coach Ralph Willard has taken on a more advisory role.
It's part of a process Pitino has called ''rebranding,'' one he felt was necessary to keep the Cardinals in step with the rest of the Big East.
In addition to the coaching and personnel changes, Pitino is returning to his roots, pledging to play an uptempo style that will exhaust opponents.
The system worked wonders at Providence and Kentucky. Duplicating it this year will be difficult and the coach knows it.
''I hope we don't take our lumps,'' Pitino said. ''We're not thinking that way. On paper you may think that way, but I hope we don't.''
He believes the growing pains will be temporary. Pitino points to the four high school players who signed with the team last week, including three players ranked in the top 75 by Rivals, as proof that the future is bright. He has similar designs on next year's group, the first that will be able to visit the new arena before making a decision.
The arena has already created one unintended development: facility envy. Calipari believes the KFC Yum! Center will have the powers that be in Kentucky move a little faster in replacing aging Rupp Arena.
No wonder Pitino's in such a good mood these days.
''He's as enthused about this team as any he's had in a long time,'' said Willard, who previously coached with Pitino during stops at Kentucky and the NBA's New York Knicks.
And Pitino has softened a bit too. He's not the same firebreather he was earlier in his career. His methods these days is more measured. During a preseason drill Peyton Siva expected to hear it from his coach after a careless turnover. The whistle never blew.
''He's really getting to that mode where yelling and screaming isn't the approach he wants to take,'' said Andre McGee, a former Louisville guard who now works as a member of team's support staff.
Pitino stresses that doesn't mean he wants to win any less. The new arena has given his tenure a needed shot of adrenaline. Entering his 10th season with the Cardinals, he knows he's closer to the end of his career than the beginning.
''I'm on the last third of my window,'' Pitino said. ''When you're in your 30s or 40s, another year is another year. But when you realize you can only coach three to seven more years, you realize you've got to take full advantage of it.''
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AP College Basketball Writer Dan Gelston in New York contributed to this report.
