Before: "I never thought Ellen got a fair look," Jen says by way of justification for what looks on paper a heinous mismatch. "I know the girl can box - I sparred countless rounds with her, and she's very supple and slick in there. She just never had the marquee opponent she needed to get exposure: now she does."

Pomps pumped to get back in the ring - one of a legion of starlets bruised and resentful after being manhandled by Tech queenmakers over the years. "The best way to get back at TU is to give Jennifer a beating," Ellen states coldly. "Hanging a loss on Connelly would be sweet - nothing against her personally - but it would be a kick in TU's collective shorts if I could do that. You look at Jen these days, and I don't see much of a difference between her and me, physically. I'll bully Jen - you wait and see. And Tech's going to have to sit there and take it!"

Jen in ivory white bikini with ornate white-mesh top running from wrist to wrist across the breasts (like a fishnet look over the arms and chest) - very small white gloves, thumb exposed. Ellen in soft purple cashmere crochet string bikini, similar small gloves, thumb exposed.

During R1: Icy-eyed circling midring - dukes up, sultry slide-stepping to the left. Feints from both girls - Ellen HAS sparred with Jen - you can see her mirroring Connelly's posture. Connelly pops her jab: gloves lands with an evil CRAK! against Ellen's fragile face, startling her. CRAK! CRAK! as Connelly doubles it up, slides to her left. Pompeo glaring, lithe as she shifts left jabs short up top, then stoops to jab with more conviction to the body PAK! Jen quick, decisive, countering a brisk hook against Ellen's temple, scuffing her as she's pulling back. That's the tenor of it - girls probing each other with stick, exploring, darting - but Connelly crisper, more accurate, often foiling Pompeo with nifty step outs to make Ellen's punches come up short.

R2: Similar stuff - Connelly boxing beautifully, stepping to her left with a slightly rolling gait, doubling her jab at her foe's chest and face, usually a split-second before Pompeo can react defensively. Ellen scuffing up - cut inside her lower lip: her own jab finding Jen on occasion, but lacking the bite and venomous sting of the raven-haired beauty. Both girls look to mix in judicious right hands this round: Pompeo a little pushy with hers, slinging it slightly slappy; Connelly's right like a rifle shot, following behind the jab as Jen puts punches together of her front (left) foot.

R3: More of it - Jen dictating - fight rotating clockwise at midring - Pompeo following Connelly's lead, trying to outbox the master boxer. Not working - Ellen's face way too available: Jen repeatedly startling a first jab, then doubling up CRAK! CRAK! while stepping left to leave Pomps staring. Ellen's nose starts to bleed at the halfway mark, and down the stretch, a tart right cross from the Pompeo chin, buckling her knees. Jen bounces back after hurting Ellen, then bounces back in, hook-hooking Pompeo's breadbasket PIK! PAK! at the bell. Ellen's face all twisted as she hugs at her tummy - Jen struts cooly past, just brushing shoulders with her girl.

R4: Jen: pushing off the ball of right foot, weight on front (left) foot - shooting straight, strong lefts and rights in unpredictable sequences up the middle. Pomps circling to her left, dukes up, head jerking consistently as Jen's tangy punching finds the mark. Purple stringknot brushing at Ellen's spine as she steps; soft purple crochet bottoms cuddling narrow hips, tiny buttocks; slender pale legs getting rubbery, Ellen starting to walk on her heels as punishment adds up. Straight, tapping punches open up a cut over Ellen's left eye - corner's able to deal with it during the break, but Pompeo deeply, deeply discouraged - and that eye's swelling shut to boot.

R5: Jen's straight, stiff punching upstairs having a suppressive effect: poor Ellen leaning forward behind her mitts, gritting her teeth - Jen starts in on the midriff. Connelly getting off unopposed, swinging her arms luxuriously, slender limbs shivering rigid off taut contact. Pomps biting down on screams as ribs and flat tummy start to take punishment - she's flailing back weak and wide, easily ducked and sidestepped by fresh-legged Jen. By the midway point, this thing's a jailbreak - Connelly on her front foot, arms swinging back and forth underneath - hard little gloves bouncing off bone and sinew with bright, tangy spanks. Pomps cringing, lips curled back off her teeth. She staggers to ropes, dukes at her temples - turns her left shoulder into the cables to give up her right side - just cowering in front of Connelly. Jen's tempo never varies - just a strong, strapping lapping of lefts and rights swung hard and free to the body - cruel smile coming to her lips as she knows she's got this. Happens in stages - Pomps all cramped up, blubbering, helpless - she finally sinks to her hands and knees - left side leaning on ropes. Jen C turns, struts away with a smirk: she doesn't have to look back to know she's stopped Ellen Pompeo KO5.

After: Pomps all busted up, beatdown - Jennifer putting in a textbook-perfect effort in dismantling the elegant, but underpowered brunette tonight. "You know, she whined about her treatment at TU," Connelly says in postfight, "but she actually had some skills when she was here. She's really let herself go - I mean, it was like punching a mannequine in there. I'm disappointed in her, but what can you do? I can't fight the fights for them - they've actually got to want to go the rounds."