Before: "I'm thrilled to be back," fresh-faced Kelli Williams gushes in prefight. "When i got my new TV show, part of the contract stipulated that I needed to maintain my profile through FCBA fighting - and I was like "Yep - let's go!" I feel refreshed, and I don't think I got the most of my talent during my run on The Practice. I think Julie's a little tired, and that's going to hurt her against me. She's a good name to edge aside and get noticed on." Julie well-used to talk of being used: blonde's been hard pressed to defend her position over the last few months as girls focus on her as a stepping stone. "I'm not as tired as Kelli looks," Julie quips. "What Kelli calls 'fresh', I call 'rusty': she's definitely not up to FCBA spec just yet. This'll be good rounds for me - I'll firm up, get sharp on Kelli and look forward to the next dimwit who thinks Julie Benz is ripe for the picking." Kelly in yellow bikini top, green bottoms with ring connections at hip; yellow gloves. Julie in white bikini top; navy bottoms with thin white belt; white gloves; hair in scruffy ponytail.

During R1: Girls in identical compact stances - crouching slightly to the right as they paw jabs to close, then edging in shoulder to shoulder to work. Neither swinging big: this is short-range scrubbing; both vixens elbows-in/hands up, touchin' each other tidy. Both work the hook to offending paunch; both look to tap at chins with dip-n-rip little left or right uppercuts - each bobbing-and-bumping on the spot. Good active, light-hitting fare - both women staying busy, piling on the touches. Julie's pre-fight prediction holds up: she's crisper, sharper - more accurate with either hand; more adept defensively. Benz with the better of it - simply outworking Kelly in close quarters.

R2: Range in with jabs: get to work - good no-nonsense professional fare. Kelli scowling, feeling the pressure of Julie's biting work - fighting hard to tap Benz' reserves with determined body shots. Julie digging hooks in close, working on Kelli's midsection, then creeping up-torso to ring up jugs and chin. Spirited two-way stuff: girls flat footed, but bobbing at the waist, actively seeking to make the other miss, and touch her firm. Kelli having a bit more luck: she's relaxing, letting her punches flow, bringing her mitts back and moving her head more instinctively. Benz touched up and down - nobody hurt - but Kelli's in the fight now, claiming steadily against Julie's torso.

R3: Julie dominates much of the round - staying close to Kelli, outhustling her, being rough and bumping her off-stance in spots. Williams steals the round though: sudden, chopping right hand drops in over Benz' left, buckling her knees late. Bright-eyed Kelly quickly digging hook-to-sternum/hook-to-chin punches Julie onto her heels, ringing blonde up with the fight's first serious leather.

R4: Kelli takes her third straight round - winning the exchanges, stepping forward as scowling Julie's forced to give ground. Hard working action - both women electing to get close before snapping off biting licks and chippy pokes - keeping elbows in and guards up after deploying short-shrugging hup-hup combos. Both fighters well within themselves here: honest, hard work, leaning in to out-hustle the other. Bell: Benz a little frazzled, breathing hard - obviously puzzled as Kelli's getting it done toe-to-toe.

R5: Julie firms - outworks Kelli. Benz still fighting shoulder to shoulder, but changing distance by easing weight front and back - jabbing off the right (back) foot to keep Kelli occupied - then leaning in to clean her up combos. Williams reactive: covering up as she gets touched - frequently eating Julie's sneaky lean-away jab - then getting pre-empted as Benz re-initiates.

R6: Julie spends some quality time on Kelli's solar plexus: first time in the fight that one girl forces the other to stop punching. Williams grimacing, stooping forward behind her mitts as Julie hooks brunette gut: Benz digging in, stepping around, starting to turn Kelli on the spot. Williams weathers it well, but she's clearly outclassed this round, sustaining wear and tear to that thirty-something chassis.

R7: Julie more aggressive with the jab - stepping in and spearing it, rather than just range-finding. Kelli catching face-spank - she's covering up, retreating in alarm as Benz walks her brunette down. Julie stalking Kelli - jabbing her stiff, then edging in to stay on that gut: constant licking of hooks and digging of left uppercuts has Williams cringing forward hurt. Kelli's form growing ragged after the half-way mark: guard loosening around her face - Julie's scoring to chin with hooks and close-in uppercuts. Down the stretch, Julie lashes a trio of hooks against Kelli's breadbasket, winning a groan of pain from Williams. Brunette grimacing, hugging at her body as she pulls away, retreating with her right side in ropes. Julie stepping-to, sensing the hurt: back to the body with hooks Kelly rests right hip in ropes, covering up and doubling forward. Julie squares away - she's all in, slashing down with either fist against Kelli's unprotected back as sobbing brunette turtles, slumps against ropes. Non-combative Kelli just absorbing shellack: ref has no choice but to body Julie off, stopping the fight. TKO7 hard-working Julie Benz.

After: Benz strutting, puffing out her chest a bit: nice win for blonde sees her reel in brunette lead, then force the stoppage in a shoulder-to-shoulder welcome-back slugfest. "Um...you know, right from the start, I kind of knew what sort of fight we were getting into," Julie says in postfight, hands on hips. "She was setting a fast pace - lots of touches early - daring me to keep up. I took the dare: I looked her body over pretty closely at weigh-in, I knew I was in better shape, so I just went with it. She was strong early, but I knew I was hurting her to the body. Once I felt the sting going out of her punches, I knew it was time to step on the gas and get her out of there." Williams downcast in defeat: fighting hasn't gotten any easier in the FCBA since her last tour of duty.