BEFORE: Carla excited at the opportunity: winner of this fight-off gets an open slot in the PPV...Gugino's got a lot to make up for. "I don't have the best record in the world," Carla grins in prefight. "Somebody once called me the 'best fighter with the worst record' in history, and I think there's something to that. I fought some fights I shouldn't have - I'm looking at you Erica Durance - but I've also let some winnable fights slip through my fingers. Piper's a winnable fight for me. She's fit and strong, but I'm just as physical and I think mentally tougher, so there's no excuse. I need to step to her and do her!"

Perabo just as pumped - with a new show on TV and Foxfire encouragement in the ring, Piper's looking to make a real move in 2011. "Everyone knows I kind of fumbled away my first big push," Piper says with chagrin. "In a lot of ways, I'm in the same boat as Carla, and we're both fighting for the same spot. I just think I'm better and I have more upside, but that's why we fight the fights. Obviously Carla thinks the same thing, so it's up to me to convince her otherwise!"

Gugino in royal blue bikini under a crop-top scoop-front tank-top (tight baby doll sleeves); scarlet gloves. Piper in white crop-top scoop-front tank-top over red/white floral print bikini; crimson gloves; hair tangly/loose.

During R1: Piper on her toes, pivoting clockwise around the ball of left foot while pinging out stiff, sticky left jab - scoring pate-and-jugs on Carla. Takes Gugino a minute to weave her way in, batting blonde waist both hands from slugger's crouch: she's got Piper ropeside. Perabo draws elbows in, hunches forward, keeps dukes at cheeks - she's rubbing foreheads with Carla as Gugino assumes the same stance. Carla bobbing - coming up with head or shoulder under Piper to scrub her into position, then cleaning up waist/flanks via short, snappy lefts or rights (always bringing mitts back to mouth after scoring). Perabo dipping side to side - occasionally rolling under Carla to come up with head or shoulder rubbing brunette off: blonde girl issuing the same tidy clip-n'-clout - working Gugino's body; picking up her chin short n' sweet. Bruising, measured stuff - neither girl rushing or wild: they're in there tuff, diggin' and bumpin'. Piper surprisingly getting the better of Carla in what most feel is Gugino's fight: blonde girl especially effective picking up Carla's jugs via short, nudging uppercuts in tight - scoring, then covering up to block receipts.

R2: Same again - Piper boxing free and easy outside - pivoting on the ball of her left foot - jab spanking Carla into compliance outside. Gugino weaving torso - fists curled into the hollows of her cheeks as she negotiates inside: once there, Piper's more than happy to back to ropes and fight it out. Gritty toe to toe as Perabo digs in - girls bumping shoulders, grinding tousles, dipping in their stances. Carla gives Piper two in the body; takes two right back - girls economical, staying covered up tight when they're not punching. Close and competitive in terms of tummies and ribs beaten, BUT: Piper's able to land little "ka-ching" uppercuts with either hand, just tapping at Carla's chin throughout; Piper's working Carla's breasts over something terrible - just cuffing and clouting 'em in tight...Gugino can't seem to make the same headway in Perabo's rack. Bell: Carla mouthbreathing, scowling...she's had top position for most of two rounds, but hasn't got much to show for it...except lumps!

R3: Same again: Piper wheeling and dealing her jab early, touching Carla up, then simply forfeiting distance by allowing Gugino inside. Piper comfy, compact against ropes: elbows in; dukes up; torso forward as she swaps thump. Carla gritting her teeth - shouting "HAH!" When she rips hooks in behind Piper's right elbow - or digs hup-hup right/left combos to Piper's breadbasket. Perabo exhaling through pursed lips, answering back in tidy two-punch bursts - working the paunch; exploring around the elbows of her foe's defences. Piper's right uppercut continues to chip off chin, picking Carla up, making her drowsy; Gugino still fighting off Piper's chest, but slowing - more and more she's leaning her head on Piper for rest-breaks. Suddenly, Perabo swats her right hand at Carla's left shoulder - sidestepping Gugino while making Carla fall face-first into ropes: blonde girl now on top, working brunette over! Carla grimacing, stooping forward in earmuff: Piper upping the pace, really chugging away in there. Left/right in the paunch; double left hook out wide behind the elbow; shrugging right uppercut smudging Carla's tits. Piper crosses her wrists at Carla's chest, bodies her upright, then sustains the pounding - touching Gugino in her body to bring the torso forward, then touching up tits and chin. Carla slumping, Carla wilting...nothing back from Gugino as she slowly reaches down, lowering herself to all fours. Poor Carla G gasping, trembling on the spot...she'll beat the count, but the ref's seen enough: TKO3 Piper Perabo!

After: Piper thrilled and dimply in her corner - outboxing, outfighting and outworking Carla in somewhat surprising fashion. Gugino despondent: another hard beat, plus a lost PPV spot as Perabo takes the spotlight away. "I'm so happy!" Piper trumpets in postfight. "Carla's tuff, but she didn't realize how solid I am: girls can't just step to me and beat me up - I'll fight in the pocket all night long if I have to. I could have won it with my jab, but my guys were on me to stop Carla. With an open PPV spot, I need to shine, you know? I need to TAKE that spot and make something of the opportunity...not just sort of fall into it. That meant drawing Carla in and using her up. Sorry, CG - nothing personal!" HBO confirming that Piper Perabo will fight Cote de Pablo at PPV, with both girls looking to build on wins coming in