"I had a contract," Mitzi recalled in her memoirs. "I hoped to take a couple of easier bouts and get my confidence back. But when they told me Kim was next, I didn't shy away. It hurt me to know people were loving what Novak had been able to do to me. They were deliberately building Kim into this monster by sacrificing me and that got my back up. I was determined not to let her showboat on me again."

Fought on a Warner Brother's soundstage ring, the entire night was a Novak spectacular, with Gaynor scripted in a clearly supporting role - the role of willing, plucky, victim. Gaynor wore a one piece red dancing frock with push-up halter support; Novak countered in a similarly styled black one piece.

Round 1: Mitzi's plan was obvious from the outset: box and move, use the ring, keep Novak's feet moving and never let the blonde get set. It worked for exactly one minute - until Kim's pawing jab put Mitzi on the ropes. Then the blonde went to work! Palming with her left against Gaynor's shoulder, Novak walloped up underneath with monster sidearm rights - big beefy blows as Gaynor covered up, hunched forward to take with shuddering acceptance. After a ruinous series of blows, Mitzi collapsed forward, dazed, holding on for dear life. The rest of the round consisted of Kim getting strong on Mitzi, shucking the clinch with brawny shoves, stacking Gaynor up and working her over with bashing rights and lefts to the ribcage. Mitzi did her best defensively, moving her head, clinching and tying up for repeated breaks, but this wasn't the fight she had prepared for as Novak sent her trembling bacj to her corner.

Rounds 2-3: Mitzi kept her composure and worked her game plan to perfection these rounds. Pinpoint jabbing worked on Novak's eyes and nose, taking advantage of the slugging blonde's habitual low set guard and casual, walk-in approach. Gaynor stepped around either Novak shoulder, keeping the blonde turning and the brunette constantly beat the blonde to the punch as Kim tried to set her feet before getting off. Gaynor used tactical clinches to good effect, smothering Kim as the big blonde loaded up. Mitzi reserved her best, hardest, punching for Novak's midsection. Time and again, Novak would stand still for 3,4,5 thumping punches against her waist, often riding a left hand over Mitzi's shoulder, allowing the brunette a clean look at her torso. Both rounds went as shutouts for Gaynor as she stayed disciplined, never got caught and put a lot of mileage on Kim’s thick legs through 3.

Round 4: Kim continued to stalk forward, pawing her jab just to get the range, then turning into right hands. Mitzi continued to step off her jab, but never running: Gaynor stood her ground in spots, determined to get Kim's respect and keep the blonde from steamrollering. Novak was landing, but paying as Mitzi was finessed her, but also fighting hard, preventing Novak from simply bulling forward. Down the stretch, Gaynor put together one of her best sequences on Kim. Starting with tough body shots, Gaynor started to walk forward, shoving up with her left elbow, chopping the right hand onto the face, coming back with a hook on the jaw, then a stuffing right in the breadbasket. Kim was being banged back, beaten across the ring and at the ropes, she froze. Gaynor opened up and pounded away at the shell-shocked blonde, bashing Kim's face side to side, ripping away at her ribs as Novak extended her arms and simply faced into punches. At the bell, Kim Novak was staggery, staring - Mitzi spun away with a bounce in a step and a hungry light in her eye.

Round 5: Novak's pride showed up as she realized how badly outfought she'd been. Slugging with crisper, heavier blows - Novak landed wide hooks to the ribs and splattering rights upside the head. Gaynor rocked, started to back straight up, allowing Kim the all important forward momentum. Blonde began hounding and pounding brunette around the ring, with Mitzi pressed hard to keep her back off the ropes during the retreat. Midway through, a booming left in the body shook Mitzi up, dropping her hands. Kim tapped Mitzi a timing left in the mouth, then swiveled on a crushing right to the chin as the crowd roared to it's feet. Gaynor left her feet, scooting to her butt and bouncing ragdoll into the ropes - she lolled insensate for a moment before scrambling up to beat the count. The final minute was one of the definitive moments of Mitzi Gaynor's career! Kim Novak squared up and began walloping away with wide lefts and rights - Gaynor dug in, hands up at her temples, countering off the block, answering every clout with jagged little uppercuts to the tits or chin. Gaynor reeled at the bell, but stood defiant as Novak turned and snarled back to her corner.

Round 6: Mitzi had stood up to the bully, now she took the fight to Kim. Jabs were starting to lump Novak up as she slouched forward, hands down and let punches bash off her face. Gaynor's tough body work was paying dividends, hunching Novak forward, getting grunting admissions from the blonde as Mitzi dipped and dug to the beef. Circling around Kim's left shoulder, Gaynor started to jam home short right hands on the jaw, bending in close, then reefing up into belly with gouging little hooks. Novak's legs began to quake - she reached to clinch, looking shopworn but Mitzi kept at her. Gaynor would slide back, walk Kim into punches; she'd pick the blonde up with short, curling blows in the midriff, then jerk the little right uppercut to bounce Kim's head back. Novak began to flounder, trying to drape herself on the smaller woman and getting torn up in the process. Down the stretch, Mitzi lured Kim across the ring, packing blows into the ribcage and chin, then issued a slick little dance turn, putting Novak's back to the ropes. Gaynor piled on with tearing combinations. Getting low, she'd pound away to her foe's creamy thighs, draining Novak's tank further, then dig to the gut. Coming off the body, Gaynor was getting her right uppercut home with popping force - stunning Novak, leaving her standing stupid and posing for more. At the bell, Mitzi made sure she landed late, shaking Novak's knees and sending a message: Gaynor wouldn't be pushed around and she wasn't intimidated.

Round 7: Gaynor began mixing it up on Novak, circling outside, then stepping inside to back Kim up, keep the big blonde guessing. Kim was still rock solid, hands up, hunched forward, letting Gaynor get off, then answering back, but Mitzi was clearly dictating the tempo. Mitzi continued to beat Kim’s thighs, drawing stern rebukes from the ref and achy complaints from Novak, but it was working. Novak was sluggish, hurting from constant body work, bruised in her upper legs and taking more punches than ever before. She was still catching Gaynor with hard right hands, but wasn't able to put her punches together and Mitzi's cagey clinches and deft movement were minimizing the opportunities as the fight went to the 8th. An ugly mouse under Novak's right eye underscored the blonde's frustration.

Round 8: Gaynor started in close, snapping away at Kim inside, shoulder shoving her back, but Novak was getting the rhythm. Kim stepped back, turned on a tight little right hand as Mitzi closed and Gaynor's legs spasmed as she took the shot high on the cheek. Mitzi went to clinch, but Kim was stronger: Novak walked her girl to the ropes and methodically went to work. This was Kim at her bludgeoning best, brawny with her body, propping and shoving up on Gaynor, beefy with her punching with sweeping rights to the body setting up curling right uppercuts or looping rights on the ear. Mitzi sat in the ropes and drooped forward, gloves up at her temples, hurt, unable to move and suffering. Kim Novak piled on for the shutout, sapping Mitzi's reserves with the dreadful, sustained punishment. Both women reeled sweat soaked and open mouthed at the bell, staring into one another's puffy eyes.

Round 9: Gaynor answered the challenge. Beaten soundly by Kim Novak in the ninth, Mitzi refused to be rolled up. She jabbed with renewed spite, banging back Kim's head, stopping the blonde in her tracks. She circled around the blonde, walking her forward, then drove in hard with stuffing rights to the midsection. With Kim stooping forward, hurting, Gaynor would lean her weight onto her back foot, pick the blonde up the right uppercut, then put the hook on top. Novak's head was swiveling dangerously on a limp neck, her eyes glassy, legs stiff. At the bell, Mitzi stomped back to her corner, feeling her foe's discouragement. "She's quitting," Mitzi told her corner. "You be careful," was her trainer's response.

Round 10: Shoulder to shoulder, toe to toe, Mitzi Gaynor went into Kim Novak's kitchen to send a message. Gaynor had taken so much out of Novak with a brilliant mix of boxing and slugging, now it was time to press the blonde over the edge. It didn't happen! Kim stood her ground, kept her punching short, using her shoulder on Mitzi and started to back Gaynor up. Fighting in close, left hands tight against bellies, right hands crossing the chest, then girls traded uppercuts and swatting hooks, shoulder-butting each other, nudging for room. It was brutal, clubbing give and take and Gaynor took the worst of it, but at the bell, she was still on her feet. Novak was ashen faced, spent as Gaynor raised her mitts and shouted into her tormentress' face. The decision came back a one point miracle for Mitzi Gaynor.

All those who had anticipated another stirring romp for Novak sat in shock around the ring. Mitzi Gaynor had hung the first loss of Kim Novak's career on the slugging blonde - and she’d done it with a mix of class, brass, and sheer heart.

"I knew I’d hurt Kim in our earlier contests," said Mitzi afterward. “And I knew I’d out boxed her, but to beat her I had to put it all together. I boxed enough to make her tentative, beat her body to suck her energy and hurt her throughout the fight with the uppercut and hook. All in all, I think it was the best fight I ever fought."