BEFORE: "Oh, I'm looking forward to this," Hayden says with sly grin. "You guys know the story: Bush got some punching done on me about a million years ago and she's been milking it ever since. I've got a chance to hurt this girl - personally and professionally - and I'm not about to pass that up. Honestly - I can't wait. Sophia has SO got this coming!" Bushy with her back to the wall, but she's always seen Hayden as a bit of a touchstone. "Look - battering Hayden got me noticed," Sophia admits, "and keeping her beat will boost me again. I'm better - that's the one true thing between us. I punch harder and I work harder and Hayden can't handle it. When I put her in the blender, Panny's going out - I guarantee it!"

Hayden in punching red/pink horizontally barred bikini top with solid red bottoms and white straps/sides; white gloves; slick little battle bun. Sophia in midnight blue bra and bright teal bikini bottoms; white gloves.

During R1: Sophia snarling, slugging hard - punches curling over the top of Hayden's head as Panny bobs beneath. Hayd digging back out of the crouch, pumping at Sophia's ribs: Hayden systematically backing Soph up in early exchanges. Bush firming near ropes, calming down: dukes at temples as she organizes her stance, looking to bump her guard against Hayden's; hook-and-cross her stubby from there. Hayden showing clever, bouncy footwork - jinking back half a step to unhinge Sophia's leverage. Down the stretch, it's Hayden: blonde bopping in, bouncing ringing right/lefts off Sophia's ribs/flanks, then bopping out. Bush left in frustrated earmuff, grimacing from body-thump.

R2: Hayden bouncing in, chipping a stubby jab: pesky face-strikes force Bush to cover up. Vicious sidearm right takes Sophia in her midsection: brunette cringes forward behind mitts; Hayden hooks Soph smartly behind right elbow. Hayden bops back out of range, bops back in: lead right hand scrapes in and down, spooking Sophia up top; ripping left hook bounces off Bushy's ribs, buckling her knees. Groan of gut-shot agony, Sophia Bush - she baby steps forward, face pinched. Hayden grinning, bopping back, then hopping to her right: rapid, swinging combos from her hips taking Sophia savagely in her tummy and right flank. Hayden bopping to her left, dipping in close to shrug short left uppercuts to Sophia's mouthwatering jugs: Bush sputtering in protest, unable to answer. Side to side bopping - wicked, withering roundhouses bouncing off the body - cheeky little shruggercuts to jug and chin batter Bush, sending her tottering about the ring. Down the stretch, Hayden attacking anew, hopping into short right hand that splits Sophia's mitts. Bush stunned, turning to her right face-in-gloves: she's stooping forward, really looking shabby. Hayden behind and just to Bushy's left side...blonde setting her feet, popping hips right and HOOKING Sophia up in behind that left elbow. POOR BUSHY! Sophia sobbing, cramping forward - she's just standing there, shuddering under the pumping weight of Hayden's hooks! No let up from Panny: teeth bared, weight on that front (left) leg as she sets and hooks, sets and hooks - knuckles of the right hand touching at Sophia's back in between hooks as Hayden reloads. Slow, cringing descent as Bush reaches for canvas - she's a blubbering ruin, sitting onto her haunches, hugging her ribs, tilting her head back and letting the count pass her by! Vicious KO2 to the body - Hayden Panettiere!

After: Panny crippling Bushy in fine style: blonde cheery in victory, avidly looking over as Sophia's cringing on her haunches, hugging herself in abject defeat. "So much for Sophia!" Hayden crows, showing no mercy and even less pity. "Most times, when a girl turns her back, I'd sort of back off and let the ref do his job...but not with Sophia. I kept punching into her - she was crying out and quitting, but even that didn't stop me. I don't mean to seem mean, but it was very important for me to put her down. Maybe now she'll get that she's not better: I am."