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THE OCCASION: The 14th Carousel of Hope Ball, Barbara and Marvin Davis’ every-other-year bash at Merv Griffin’s Beverly Hilton to benefit The Children’s Diabetes Foundation.

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THE CONTRIBUTORS: “Honorary Chairman” Bill Clinton fails to appear as promised, limiting West Wing representation to Rob Lowe and Gerald Ford, but big names and deep pockets are everywhere. “We came to support the Davises because our families were friends,” says Tori Spelling, showing rich-scion solidarity. In addition to the $1,000-and-more per-plate donation, the gala holds a silent auction the size of Macy’s. “No one’s leaving without a major dent in their pocket,” says Mark Wahlberg, top bidder on trips to Maui and the Caribbean, for a total of $14,100. The crush of celebrities is so thick that, after showing off the engagement rock given her by television writer-producer Chris Henchy, Brooke Shields excuses herself, saying, “I gotta go wipe my face down.” She needn’t worry. Once everyone is seated at their tables, the lighting is dim enough that the only visible complexion belongs to Michael Jackson.

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THE MAIN EVENT: With lame duck off the menu, once the introductory speeches are dispensed with, the stage is given over to undiluted entertainment. Host Jay Leno infuses Clinton’s video message with unintentional deadpan hilarity by introducing it with a Monicagate innuendo. Performances by Charlotte Church, Toni Braxton and, especially, Ricky Martin, get the assembled millionaires up and shaking, while the raffle--in which Joe Pesci wins an Aero bed, Pierce Brosnan an Audubon Society clock, Jennifer Love Hewitt a foot massager and Merv Griffin an ab slide roller--keeps the laughs coming. “If there’s anything rich people love, it’s free stuff,” Leno cracks. Indeed, Dustin Hoffman not only wins a nifty jerky smoker/yogurt maker but also makes off with two pairs of overstuffed goody bags. “What an amazing night,” says Rob Lowe, himself the gleeful recipient of one of Leno’s as-seen-on-TV gadgets. “How many places can you go, do something to help kids who need it, see Ricky Martin and get a microwave egg cooker?”

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WHATS THE SCORE?

Celeb Quotient: To get this many A-listers under one roof, you usually have to give them awards.

Wow Factor: Gala provides top-drawer entertainers. And with $6 million rolling in for diabetes research, the Davises can afford to keep the preachy-speechy stuff to a minimum.

Food: Merv’s serviceable three-course champagne and filet mignon feast sates the appetites of the famous and wealthy, but what about the poor PETA types?