(Result: Simguy/Writing: Simgrrl)

Before: Yet another difficult match-up for little Reese whose stable continues to press her hard. Still, she doesn't shy away from a challenge and she's facing a big one tonight. Allison "Mack The Knife" is 6 years younger, 3" taller, at least 10 pounds heavier and she's had close to twice as many fights. Since 2004, Witherspoon's record is a dismal 4-10 while Mack in the same period is 22-16-1! If there is any bright spot for Reese, it's that in the last two years she is 4-4 while Mack is 3-4-1 - but almost all of Mack's fights were with opponents clearly superior to those Witherspoon faced.

"When I decided to join The Academy," Witherspoon explained. "It was because as an independent I couldn't get the 'good fights' - the ones I needed to climb the rankings and get ahead. Some of my fans think the Academy isn't looking out for my welfare, but they're doing what I came here for, getting me fights with opponents who will not only help me to improve, but to improve my ranking. Mack was a bantam champion, so I know she's taller and heavier. But if I'm to move up, she's the kind of woman I have to beat - or at least hold my own against."

Mack shrugs off talk of her "advantages" to point out, "Witherspoon is a different fighter since she got with the Academy. She's more disciplined and she's in better condition. Whether it's all due to the Academy or some things going on in her personal life I can't say, but she's shown enough mental toughness to make it to the top in Hollywood, so I don't expect this to be a walk in the park. I'm going after her with all guns, believe me."

This will be a rough outing for Witherspoon, if for no other reason than both of these women fight basically the same style - except that Mack's shown she is much more proficient at it - at least so far. Witherspoon's changed her technique since Sharon Stone took her under her wing and she still doesn't look 100% comfortable in it. Still, there's no telling what can happen in any fight, all it takes is one punch to change everything!

Witherspoon: blonde hair pulled back in a saucy ponytail; Academy blue bikini, white shoes. Mack: scrappy blonde toussle; slipping into the same lavender bikini she used to beat Neve Campbell last year; black shoes. Black gloves for both women.

During R1: Good, back-and-forth action. Plenty of close-range, mouth-on-shoulder digging to the body from both women in the first. Mack powers takes Reese back and stacks her up on the ropes; getting on her and punishing the shorter blonde. But despite their positions (Reese hunkering down and Mack looming over her punching downward) the results are not nearly as one-sided as one might expect. Reese with good defense, manages to slip/block much of Allison's attack and she's hooking hard to Mack's exposed body. Witherspoon giving almost good as she gets - the operative word being 'almost' - does enough to hold Mack to a slim edge in the first round; even managing to get a draw from one judge.

R2: More brutal, toe-to-toe trading at close range with both girls shipping big time hurt. Reese backing Mack up several times trading even with the younger, bigger, woman through the first two minutes. Then Wtherspoon actually dominates the final minute; shoving Allison's butt between the ropes; wedging her forehead under the taller blondes cleavage to bend her backward, then savages Allison's abs with chugging, pumping, action! Bell: Reese's ponytail flip across Mack's face draws a yelp of protest and the referee has to jump in to hold them apart. Round a huge confidence booster for Reese - not that she needs it - as she jiggles her little butt back to her corner where it gets congratulatory pats from Stone, Theron and Pene Cruz; filling in for Cat Bell and taking an up close look at Mack for her own future reference.

R3: What the...? Reese Witherspoon takes her second straight round from Mack! Petite blonde battler not doing anything fancy; just moving forward, driving Mack backward with a steady drumbeat of thumping, flyweight, shots. Reese respecting her limitations, beating Mack to the body, pounding on her forearms and biceps, using a high workrate to suppress Mack, prevent her from settling into any kind of rhythm; keeping her back on her heels. Once she gets Mack's back on the ropes, Reese gets big on her, issuing her own version of the shove and slug beatdown. Bell: Reese again all glowing and bubbly, bouncing back to her corner for more 'attaboys' from her crew. Mack sullen to hers where the team of Jewel Kilcher/Neve Campbell get in Mack's grill! Jewel berating her blonde charge, at one point grabbing her by the twist-tie between her jugs and pulling her nose-to-nose. Neve smiling behind Allison's back, hissing advice in her ear once Jewel is done. Mack on her feet, red-faced, before the ten second warning buzzer; slapping her gloves together.

R4: Enough's enough. Mack out of her corner like gangbusters; going right after Witherspoon. Mack pumping her jab, holding Reese at arms length. PEK! PEK! PEK! Little bit of a jab to pop Reese, then Mack cashing in with a series of battering right hands up top followed by brutal left hooks to the body. WITHERSPOON BEATEN DOWN BY A LONG MINUTE OF BODY PUNISHMENT. Reese beats the count, but she's tragically hurt and the ref keeps a close eye on her as Mack stacks and racks her into the corner to clean up on her woozy blonde prey to the bell. Witherspoon wandering in a daze to her corner where Stone works frantically to bring her back around.

R5: Reese not fully recovered after an all too brief break. Witherspoon still game - contesting every foot of canvas that Mack takes from her...and take it she does with bludgeoning body blows that shake the little blonde to her core. Reese battered back up into the ropes once more with Allison getting on top of her and dishing out another terrible body beating. Mack ignoring the blonde's head, content to thump away at her nubile body, breaking Reese down one hard-hearted punch at a time. Several times the referee leans in to check; sees 'Spoon still clear eyed behind a veil of tears and lets it go on. Bell: Ref trailing Reese to her corner, checking her swollen eyes; watching Stone staunch the flow of blood from her nose. Decides not to get the doctor involved - yet.

R6: Reese starting to fall off the pace now...she's been very spirited; more than 'merely competitive' up to this point, but now Allison Mack's owning her body. Reese slumping on her stool when the round starts, needs Stone's helping hand on her butt to push her upright; trudging forward behind her raised gloves. Allison working the jab, setting up more downward arcing overhand rights that send ripples through Reese's thighs/glutes. Bell to bell beating as Mack wins this round by a wide margin - stackin' and jacking Reese into the ropes and having her way with the petite cutie. Stone conferring with Reese between rounds, Witherspoon shaking her head in reply; arguing she's alright.

Rds 7-8: More relentless, heartless, brutal stuff from Mack. Allison too sturdy, too brawny; just walking Reese down, gathering her up under the arms and heaving her back into the ropes where she methodically and mercilessly processes her like a side of beef. Mack working diligently, hammering up one side, down the other. Every inch of Reese's small, pale, sweat-slick, torso being humbled in turn. Even when Mack's thudding punches are blocked, Reese's arms cudgelled until they're numb! Reese's short legs starting to wobble, forcing Mack to handle Reese's dead weight like a healthy farm girl throwing around sacks of wheat. It's Brutal and it's one-sided and in the final minute, Mack is imploring the referee to "Stop It!" between flurries of punches to the unresponding blonde as Reese just soaks it up.

R9: Stone standing over Reese, hands on her shoulders, pressing her butt down on her stool; Sharon shaking her head when Reese yells in protest. Theron holding a white towel, shaking it to get the referee's attention, then tossing it gently into the ring. Ref waves the fight off - over Witherspoon's animated protest! Soon as Stone lets her go, Reese struggles to her feet and gives the referee a quick shadow boxing demonstration to prove she's good to go. No matter; sanity prevails at last and this one goes into the book as a TKO9 Allison Mack.

After: Witherspoon was never the same after the saveage 4th round but she never backed down, never quit - but was never able to recover enough to get back to where she'd been before that round. Then in the fifth, Mack was able to build on the damage already done and from there, it was just a matter of time. Witherspoon was clearly an outclassed flyweight in against a superior bantam who had all the advantages on her side: age, height, weight and experience while all Reese had was a champion's heart.
"I felt for her tonight," Mack told the press. "She had no business being put up against a fighter of my caliber; she's a good little flyweight but she's proven she can't handle big bantams but - God love her - she doesn't back down from anyone no matter how big they are! She's like one of those little terriers who doesn't care, how big they are because they think they can beat any dog in a fair fight. Unfortunately for her, fighting me isn't a fair fight and I hope her management figures it out before it's too late and leaves her at fly with her own kind."
Reese, unable to meet with the media, sent word she'd have a statement, "...once I've had an opportunity to process everything that happened and look at the film. I'm very disappointed not only for myself, but for my fans."