"They were kind of happy-go-lucky," said Nesline, "but you could tell they had been through some stuff."

The irrepressibly positive Nesline asked if they'd be willing to draw self-portraits. When they said, "Right on," Nesline knew that he was onto something with this fledgling public art project.

As they sat on the steps on a spring morning last year, working on their portraits, Nesline said, "time slowed down" and the mutual venture connected the three of them.

"I could see inside," said Nesline. "It was like we were all faces in a crowd, but each had a special face."

When those first sketches were completed, "Faces of Buffalo" was born.

Since then, Nesline and his collaborator Mary Bliss, an epidemiologist for Roswell Park Cancer Institute, have collected thousands of self-portraits. Using the 999 portraits from last year, Nesline created a collage where a viewer sees individual faces up close and the image of a buffalo from a distance.

About 30 percent of participants (mostly the adults) say they can't draw, but it's hard to say "no" to Nesline, who is pleasantly intense.

"The passion I have, some call an obsession," said Nesline, who is 35.

What he tells those who wander near is: "You are the only one who can play your unique part. "

"Then, I let them know something cool. If you use the mirror and look at yourself, you'll be surprised. The mirror has all the information you need. Your face is just a bunch of shapes. It's this simple - you look in the mirror and you draw your face."

He supplies the mirror, along with magic markers, crayons and colored pencils. Some people have used digital images, rubber stamps and finger paints, using forms available on his Web site, www.facesofbuffalo.com. The site features a "face of the week" as well as mini posters and postcards that reproduce the original mosaic.

Individual portraits can be stylish, cartoonish, amateurish - Nesline accepts them all. Some use a simple outline. Others drench the page in color. "Anything you do is OK," he said. "We need all types. The way you show your face is up to you."

This year Nesline wants to collect 5,000 to 6,000 portraits. "This is open to everyone . . . residents, people passing through, those living in California who secretly love Buffalo. You don't have to qualify. Anyone can do it - even if you just feel like it. Just participate and you're in."

Recently, Mayor Anthony Masiello did his portrait, but Nesline nixed using the image in a newspaper story.

"Each face is as important as the next one," he said. "The whole draw of the self-portrait is that it reflects even that which is still a mystery to the person creating it."

To capture as many faces as possible, Nesline sets up a table filled with art materials and mirrors at public gatherings. He was on the fringes of the Allentown Art Festival, near Tantrum Studio on Wadsworth Avenue, where his 2002 mosaic, which is about 3-by-4 feet, was exhibited for a while. He was at Riverfest and the Gus Macker Tournament. He's also gone into the Veterans Affairs Medical Center, to People Inc. and to area schools.

Nesline moved to Buffalo in 2000, after living in New Mexico for three years. He grew up in Ridgefield, Conn., where he majored in sales and marketing in college, a field he worked in for 10 years.

Nesline's idea for "Faces of Buffalo" came during a Creative Studies class at Buffalo State College, where he's majoring in graphic design. The challenge was to write down as many ideas as possible, as quickly as possible, he said.

"I was writing and writing and writing," he said. "I got to 30 or 40 and all of a sudden I wrote "collect self portraits of everyone in Buffalo.' I kind of hunkered down low because I was looking for something that would cloud it, looking for a problem. But it's a win, win, win."

Since then he's been working on "Faces of Buffalo" with all the passion of a true believer. "I'm convinced that God led me to Buffalo for this project and I'm happy about knowing that," he said. "It's been 35 years finding out."

Along with the sketch, Nesline asks participants two questions. When Grey, one of his first subjects, was asked if he'd ever contributed to the community, he wrote about how he'd decided to clean a park when he was unable to sleep.

"It took about five hours," he wrote, "but it became more and more fun as I noticed people waving and honking their horns. I tried to change a site a little outside myself."

The 2003 questions ask people to recount a nice thing that someone had done for them, eliciting these responses: "bought me a pencil," "married me," "gave me food and clothing for the grandchild I'm raising," and "my friend helped me not die because I almost drowned."

Nesline bubbles over with ideas: a wall-covering mosaic at the airport; marketing "Faces" to other cities; publishing a mini-book with responses to the questions he's posed.

For the 2003 version, Nesline may incorporate Buffalo architecture. Besides the best-known architects, "I also want to include a no-name," he said. "Someone who built a house on the East Side in 1952. This is public art that's not just for the public, but it's created by the public."

Nesline's prints and postcards are available at Poster Art, Elmwood Frame and Interiors, Definitely Buffalo, Elmwood Frame, Tantrum Gallery, the Junior League Thrift Shop; with postcards and note cards at Blue Mountain Coffees.