Round 1
Wayne Benavidez connects with a leg kick then a hook to the side of the head. Lou hits a lead uppercut and follows with a hard hook to the head of Benavidez. Lou Duncan connects with jab cross combination. Lou Duncan connects with a combination and backs away from the counter combo of Wayne. Duncan lands a double jab. Lou Duncan shoots a takedown from a distance putting "Bloodstain" on the ground. The bell signals the end of round 1.

Round 2
Both fighters trade shots and back away looking for the next opening. Duncan snaps back the head of Wayne Benavidez with a stiff jab. Lou throws a wild punch, putting him off balance. A few well timed strikes from Wayne puts Lou on the mat giving his back up. Benavidez works his arm around the neck of Duncan attempting to get a tight rear naked choke but Duncan hand fights well. Duncan starts to wiggle out of back control, "Bloodstain" lets him escape putting them both on their feet. Wayne Benavidez connects with a combination and backs away from the counter combo of Duncan. A double-leg shot is stuffed initially by Lou, but Wayne is able to muscle through for a takedown. Round 2 is finished.

Round 3
"Bloodstain" circles Duncan, landing jabs and crosses at will. Wayne circles Lou, landing jabs and crosses at will. Benavidez circles Duncan, mixing jabs and leg kicks. Lou Duncan shoots but Benavidez stuffs it, eventually working in a whizzer and landing some sharp knees that allows him to move to side mount. Wayne wraps the arm of Lou behind his back and traps it. Wayne pounds away with shots to the face. Round 3 is finished.

Round 4
After an exchange of punches, the fighters engage in the clinch. Wayne Benavidez swims to double underhooks and turns Duncan but Duncan gets double underhooks of his own and rotates Wayne Benavidez right back into the cage. Duncan has double underhooks, locks across the body, and takes Wayne down to the mat, landing in great side control. Wayne Benavidez is able to get back to full guard. Lou Duncan covers Wayne Benavidezs mouth. As he opens his guard Lou Duncan is able to move to half guard. Lou is able to slip into mount from the half guard. Wayne Benavidez bucks off Duncan and sweeps him over taking side control. Round 4 is finished.

Round 5
A welt begins to form under Waynes eye after a strong cross-hook landed from Duncan. Lou Duncan connects with a series of punches forcing Wayne Benavidez into a clinch. Wayne Benavidez spikes Lou Duncan into the mat with a powerful slam takedown. Wayne dodges a few strikes from Duncan and lands an elbow followed by a hammerfist. "Bloodstain" dodges a few strikes from Lou Duncan and lands an elbow followed by a hammerfist. Round 5 comes to a close.

Wayne "Bloodstain" Benavidez wins by Split Decision