Upshall looked up and just couldn't pass on the moment. In the noise of the game, it was hard for most of the players on the bench to hear what he had said, but Brisebois did.

The 6-2, 203-pound Montreal defenseman turned and glared at the 6-foot, 197-pound forward and the combination of what Upshall said and Brisebois' reaction got a laugh out of the players within earshot.

"I think I told him to stop pretending to be tough," Upshall said yesterday. "We were battling the whole series. He doesn't like me and I don't like him."

It was a typical Upshall moment and a typical Upshall comment. He's not Sean Avery, and he doesn't really like the comparison with the Rangers' forward, but "pest" is not a term he shies away from.

Upshall has been effective at taking players such as Brisebois out of their game, and in the Flyers' series with the Pittsburgh Penguins that starts tomorrow night his antics are sure to set a spark to an already heated rivalry.

"It's always really been part of my game," he said. "When I play with an edge and play hard and get involved body checking and throwing hits, it makes me that much more of a player and more complete, and this playoffs has been a good example.

"It's a nice way to go out there and showcase your talent and show that you can get under people's skins. But I don't think I'm Sean Avery by no means. My mouth doesn't continue to run into the papers. I try to go about my business, keep my words within my team and just try to go out and help my team win."

And he has done just that since being benched by coach John Stevens for getting a little out of control. In 12 playoff games, Upshall has three goals and four assists, including the game-winner in the series-clinching Game 5 in Montreal.

His speed keeps the opposition chasing him, he can move the puck into the offensive zone and create scoring chances off the rush. And he gets in on the forecheck, never hesitating to drive into a bigger, tougher player.

He also has 19 penalty minutes in the playoffs, second on the team behind Derian Hatcher.

Earlier this season, those penalty minutes irked Stevens. Upshall let his emotions get away from him twice and drew costly, late-game penalties and took hooking calls away from the play. He landed on the healthy-scratch list toward the end of the season.

It had nothing to do with his skill, speed or scoring ability. He has plenty of that and he's a threat on the ice, but Stevens wanted him under control and needed to get his attention. And he's happy with the result.

"He's a high-energy player that's been pretty disciplined," Stevens said. "He's using his skill set to be a good offensive player but he plays with a lot of energy and emotion and because he [does], he wins physical battles and that's when he plays his best hockey."

And keeps his teammates entertained.

"You're half watching the game and half watching him," said Mike Knuble, who plays on the opposite wing with Upshall and Jeff Carter. "I'm always looking over my shoulder to see what just happened, and what he's up to.

"He's always flying around, 180 pounds or whatever he is. He's not just a pest. He's a great skater, he's got a great shot and he can make plays and score big goals, and he's not scared to go into traffic and pay the price to score goals."

Scott Hartnell has known Upshall for a while; they were teammates at Nashville before coming to the Flyers. They are friends on and off the ice. They play golf together, eat out together and, well, they both can be a bit of a pain in the rear to other teams.

So Hartnell really appreciates what Upshall is doing.

"When he hits hard, he catches guys at vulnerable times," Hartnell said. "Rather than just turning up the ice, he's right in on the forecheck. He's pretty solid for not being the big frame that he is. He's best at taking a punch, and he does a little bit of talking.

"But he doesn't take those selfish penalties that a guy like Avery might. I think everyone goes through some tough times. You look at everyone's career, even our best players. Danny Briere went through a tough time for a few games and people got hard on him.

"But you look at him now, he's come through all that and he's definitely playing some of the best hockey of his life." *