"Honestly, I need to get in the ring and dominate somebody. Anna seems nice, but I've messed up enough fights against some of the toughest nice girls around that I need to take her down." Rachel Bilson sounded optimistic about her chances. "I'm not going to worry about whether that makes me the bad girl!"

Anna Popplewell did not seem concerned with her opponent's newly discovered bad girl status. "Rachel has had a tough time against some good fighters, so on some level I'd like to see her pick up a win against someone else, but she's absolutely the right opponent for me at the moment. So once the fight starts, I'll just have to postpone any sympathy for her until it's over."

Before the fight, Anna Popplewell and Rachel Bilson, in light blue and black athletic wear respectively, met and touched gloves respectfully.

Round 1:

Rachel Bilson doesn't waste any time before going on the attack, as if she intends to steamroll Popplewell in the first round and take the rest of the night off. Popplewell agrees on the pace, but disagrees on who will be sent home early, and baits Bilson into throwing an opening swing that falls short. Popplewell is quick to punish, landing a right hook that strikes Bilson by her mouth and shocks any thought of pushing Popplewell around right out of her head. Bilson attempts to brawl her way out, taking the worst of that exchange, but soon enough she attempts to push Popplewell around again. Popplewell refuses to cooperate, pushing back and landing a straight right to Bilson's nose in the scuffle that follows.

Round 2:

Bruised but not discouraged, Bilson attempts to execute her strategy more effectively in the second round. Popplewell met her head on, but failed to control the other actress early as she had previously, and was soon paying the price. Bilson landed a solid hook to her opponent's ribs as Popplewell's swing missed, and pushed her back with an uppercut to the chin. Popplewell drove Bilson off briefly, but the actress continued to push, striking up close, overwhelming Popplewell, and landing her punches while she was vulnerable.

Round 3:

By the third round, both women seemed to be committed to a short, intense fight. While they attacked with equal enthusiasm, neither took a clear lead early in the round. Both women were battle damaged, but each seemed encouraged by the other's condition. As the round progressed Bilson earned herself a small lead, clearly coming out ahead in the final exchange and landing several straight punches to prevent a coherent reply from Popplewell.

Round 4:

The two fighters clashed again immediately. As Bilson took a swing, Popplewell ducked it, advanced, and threw a right hook over her guard. It struck Bilson on the side of the head, taking her by surprise. Bilson, off balance, left herself open to Popplewell's follow up. After several blows to the center of the face in close succession, Bilson stumbled back and collapsed to the mat. She raised an arm weakly and attempted to sit up, but could only raise her head, and soon let her arm fall limp to the mat. Bilson waited out the count, dazed and out of breath, giving Popplewell the KO4 win.

After making sure Bilson was recovering well on her stool and offering an overly enthusiastic hug to the dazed actress, Popplewell spoke with interviewers briefly. "I do wish her the best of luck in her next match. I'll be cheering for her; I owe Rachel that much! Until then I have to put her out of my mind and prep for my fight against Roxanne Pallett... do you think she saw what I just did?"