Before: Connelly takes on one of the most mobile bantams right after meeting one of the biggest punchers - 180 degree challenge just might be a tougher fight for Jen. "No doubt about it," says one pundit, "Connelly didn't have to find Dani - Fishel's right there for a girl, but Britney's a completely different look in the ring. If Spears fights the way she should - using the ring, boxing, Connelly's feet are gonna get snarled. Jen's gotta bang Spears, take those legs outta the equation." Britney responding to some comments from Denise Richards suggesting Connelly's shot: "Jen's still all you want in an opponent," says a confident Spears, "it's definitely going to be hit-and-don't-get-hit as far as boxing her goes - I don't want any part of that hook!" Jen in navy sports bra, ponytail, red boycut trunks, Spears in red and white vertical stripes sports bra, stars/navy background trunks.

During R1: Britney jumping to the left, pulls a sidearm uppercut into Connelly's chin, gets the brunette stumbling backward and nails her again with the beefy punch. Jen hitting the ropes early - stunned by surprising Spears power and Britney GOES for it! Spears squaring away and savaging Connelly with bludgeoning lefts and rights - Jenny covering up and WELTED lets the storm wash over her, then gets defiant. Connelly thumping her chest - wanting more from Britney - Spears wisely backs off and lures the brunette forward. Britney potshotting the rest of the way, touching Connelly, then leaning back, falling off to the side, breezy boxing as Jen stomps forward.

R2: Connelly jabbing to Spears' chest, backs the blonde to the ropes, gets her shoulder behind some firm hooks to tawny waist as Britney bobs and weaves at the strands. Spears with a tapping little left uppercut to freeze JC, spins to the left and opens up the canvas. Britney bouncing, changing directions, frustrating Jen who wants to plant and crank. Down the stretch, Brit steps to her right like she's walking away, licks out the look-away hook to the right eye - has Connelly momentarily wobbly butt at the bell.

R3: Jen coming forward, making the fight, but she can't set her feet to punch, and she's not getting off. Britney never better with her legs: defensively she's keeping Connelly's attempts low with superior positioning, and she keeping the connect percentage low with supple upperbody swerves, wonderful anticipation as she pulls away in the nick. Brit basically potshotting Jen, leading with hooks off the hip, jumping in the right hand, then pivoting out to the side - but blonde landing some flush, hard head shots as well to back Connelly up on occasion. Brit busier, landing the harder blows, outclassing Jennifer through 3.

R4: Connelly just shaking off the Spears leather - she's the big girl in this fight and she's acting like it. Connelly doing well when she can get her jab onto Britney's chest, move the blonde ropeside, then step in to bang that body once or twice before Spears can shake and bake out of there. Spears more flat footed now, more comfortable with her range and timing - she's stepping back, ducking to either side under Jen's punches, coming up underneath with tanning strokes to the breadbasket and jugs.

R5: Shutout Britney Spears - maybe the best boxing of her career. Connelly coming forward, intense, dukes up high, trying to turn into those hooks. Spears touching the loose jab off the hip, stepping to the left away from Jen's hook, snaking in and out with limber body lean and pulling whippy rights and lefts into Connelly from awkward angles. Towards the end - Brit has Connelly leaning forward - blonde steps to the left and jerks in that kidney punch, spanking leather off tight lower back to get Jennifer complaining to ref at the bell.

R6: Shutout Britney Spears. Spears fighting brilliantly in retreat, throwing a series of straight lefts and rights into Jen's guard, then spanking body with a forget-me-not hook and melting away. Connelly coming forward throughout, uneffected by the Spears punching but she's unable to do anything offensively. Britney slapping a lot of wide, quick blows, just keeping Jennifer defensive, but she's getting good leverage when she dips, curls punches in behind Connelly's right elbow to scorch that kidney.

R7: Britney gets shoulder to shoulder, convinced she's broken Jennifer down, and it's a mistake. Connelly happy to trade with a stationary target - she's cranking in the hook, right hand taped to her cheek as she twists her torso into cudgelling blows. Spears getting shocked to the belly, breasts and teeth, battered to the ropes and worked on as Connelly gets her body on in between bursts to prevent Britney's spin move. Spears covering up, getting punished at last as the brunette doesn't waste the opportunity. Shutout Jen Connelly.

R8: Britney laying in, cheek to cheek with Jen, trying to push in on Jen's biceps and work the body but Connelly's too strong. It's Jen banging Britney, Jen walking Britney back, Jen putting Britney's back to the ropes and working her over. Spears totally defensive over the last half, butt on the ropes, bending at the waist, rolling slowly with punches as Connelly bats away at that throbbing right side. At the bell - Britney's stiff, hurting - Connelly with some choice words about those kidney punches after the bell.

R9: Britney with some sneaky lead right hands, bending in and down after labelling Connelly flush - brunette walks right through it to bring the fight ever forward. Jen thumping away between the breasts of Britney with the jab, starts mixing in the jolting straight right hand to set up her hook - Spears looking frazzled, tired as she is bullied once more to the ropes and worked over head to hip. Great palming and punching from Connelly - she's bullying Spears, beating her up, and blocking any attempts at escape. Corner reminds Britney to clinch if she can't spin, during the break.

R10: Best two way action of the fight - Spears flat footed, stubborn early as she's sick of giving ground. Connelly grinning even as Britney's hook spanks off belly and breast - girls in shoulder to shoulder, nudging and rubbing in between blasts and Jen's loving the trade. Down the stretch, Jen finally gets to Britney with the toe to toe bludgeoning - Spears looking exhausted, open mouthed, reaching dreamily under Connelly's arms and leaning in to tie up. Connelly's not having it - she's clobbering away around Spears's sweaty arms, splattering at the waist and ribs, chesting Britney back to the ropes. Jen just punching her way through the clinch, has Spears lolling sideways on the strands, covered up and taking - Jen just swinging away with crumpling wide lefts and rights, no longer wary of the blonde's quick counters. At the bell, Jennifer bodies up, nodding fiercely in the blonde's sleepy face - Connelly shocked moments later as the decision comes back UD10 Britney Spears.

After: Jennifer visibly upset, feeling she finished the stronger fighter - but this isn't playground scoring. Britney building the big lead, coasted after the 6th and got banged up, but survived - Connelly working hard on the inside but unable to land any real blockbusters to get a knockdown or two that would have helped. "Britney's a good boxer," admits Jen in post fight, "but she knows I beat her butt tonight." Spears retorts, "After I had the fight wrapped up, I went toe to toe to see what she had. She's an obvious puncher - I blocked and rolled in my sleep with her - she never really caught me with anything. My corner was getting a little excited, but I kept telling them - 'she's got nothing - don't worry!'".