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Put Up or Shut Up #17: Charlize Theron vs. Elle MacPherson by Blizzard
Bryan Brown and his wife Rachel Ward made their inaugural entrance into the Put Up or Shut Up Club and paused briefly to gaze around the hectic lounge. Bartender Bruce Willis motioned them over to the bar and smiled warmly at the couple as they neared.

"Welcome to the club!" he greeted as they parked themselves on a couple of barstools.

"Thanks," said Bryan. He jerked his thumb over his shoulder at the door. "So what's with the 'Magilla Gorilla' bloke outside in the parking lot?"

"That's Jack's version of 'Homeland Security'," answered Bruce with a grin. "He eats railroad spikes and drinks kerosene."

Bryan chuckled as he glanced back over his shoulder at the door, "I thought he smelled a tad ripe." He winked at his wife and then looked up at Bruce. "You got anything other'n kerosene behind there, mate?"

"You name it, we got it. What'll it be?" asked Bruce.

"I would love a martini, Bruce," purred Rachel. "Dry."

"How dry?" he inquired.

"Drier than a popcorn fart," she answered with a grin.

"Gotcha!" said Bruce. "And you, my friend?" he asked Bryan.

"Betcha don't have Cooper's Sparkling Ale," grinned Bryan. "Probably only that rip-off Fosters Lager that they brew in Canada."

"One Cooper's coming right up!" assured Bruce.

"Well then," exclaimed Bryan, happily rubbing his hands together. "I think we're gonna like this place!"

"Oh that's a pretty safe bet," said Bruce as he placed a martini glass on the counter. "And speaking of bets..."

"Uh-uh!" interrupted Rachel firmly. "We've heard all about the pitfalls of wagering with the bartender here. Why don't you exploit one of those naive little bimbos over there instead," she said, motioning to the corner table where Brittany Daniel, Ali Larter and Leslie Bibb were seated, their heads together in earnest, but hushed, conversation.

"Rachel," soothed Bruce with a smirk. "Exploit is such a...harsh word."

Bryan and Rachel were served their drinks and then they thanked Bruce before finding their way into the jam-packed Battle Room. The time for combat was drawing near and you could feel the anticipation growing as the spectators schmoozed and buzzed about the room. The attendees comprised quite a few heavy hitters too. Theron had a way of bringing them out of the woodwork similar to the way a county fair draws all the rednecks into town, notably two wildcats who had an upcoming date with destiny on the club mat in the near future.

Natasha Henstridge was regarded as the house champ by many after an impressive victory over Charlize which she followed up with a cum drenched fuck to the finish fight with Jennifer Lopez. Some said the latter humiliating destruction was the proverbial 'straw that broke the camel's back' as far as she and Ben Affleck were concerned, but others said it was simply because J-Lo was a miserable bitch. And honestly...who really cared?!

Natasha's upcoming dance partner Catherine "Cat" Bell was also in attendance. Having those two women in the same room coupled with the gnawing anticipation of their fight had nearly every dick in the room throbbing and every cotton crotch panel damp. Jack was keeping a close eye on the two women and as badly as he wanted see them turn the joint upside down, tonight wasn't the right time. Tonight, the spotlight was shining on Charlize and Elle!

Much to Nicholson's delight several Porn Star Fight Club babes had left slimy snail tracks clear across town to cum and watch their favorite blonde bitch do battle. Beatty's wife Annette Bening had been working long and hard to put together a strap-on match at the club and soon it would come to fruition. Finding a porn star to partake wasn't the problem but finding a NON-porn actress to face her was turning out to be quite a chore but Annette was close to sealing the deal.

Jack had uncharacteristically but graciously stepped back from recruiting after Annette approached him a while back and told him in no uncertain terms, "You may be the King of Panties, Jack, but I'm the Queen of Toys. I'll handle this one!"

Brianna Banks, Charmaine Sinclair, Janine Lindemulder, and the sinfully hot Cheyenne Silver had created quite a buzz when they walked in and you could almost cut the envy with a knife as many of the "legit" actresses eyed the porn stars with undisguised disdain. The PSFC girls could bring the Tinseltown performer's husbands, boyfriends and especially their girlfriends to their knees....and the jealous gawkers were well aware of it..

"I can't believe Charlize associates with those sluts!" whispered Holly Marie Combs to Rose McGowan.

"Mmmm," responded Rose, feeling an all-to-familiar tingle between her legs increase in intensity, "I think Theron's smarter'n I gave her credit for. You tellin' me you CAN'T see yourself with your face in Cheyenne's pussy, kissing and licking it like a little puppy?!"

"Shut up Rose!" exclaimed Holly with a look of utter disgust.

"Sucking those fat pussy lips while she swats your ass with a leather crop...," moaned Rose her eyes closing in reverie.

"You're sick!" spat Holly.

"Mmmm," nodded Rose. "I think I need to make an appointment with Dr. Silver!"

The list of Elle's fans was indeed a tasty menu as Aussie's Peta Wilson, Naomi Watts, Portia de Rossi and Sarah Wynter were all on hand to support their "home girl."

Charlize had her share of the crowd (beyond the PSFC contingent) with the likes of her current 'Head in the Clouds' costar Penelope Cruz and former costars Connie Nielsen and Clea Duvall plus the husband-wife team of Will and Jada Pinkett Smith.

The Battle Room was definitely buzzing, not only due to the usual anxiety and excitement before a big fight, but moreso because of the item in the middle of the room where the wrestling mat was usually located. Tonight the mat had been rolled up and in its place was a 20 foot square boxing ring.

My how things had changed since Charlize originally issued her challenge to Elle!! Fresh off her most recent humiliating defeat at the Howard Stern Tournament, the blonde beauty had hobbled into the lounge before a Sharon Stone - Julia Stiles fight to register her challenge. Since that night several months ago, Charlize had won the Academy Award for Best Actress for her performance in 'Monster'. Now, the South African blond beauty was riding high on a wave of euphoria after her accomplishment and she planned to ride it to victory tonight.

It was well known Charlize loved to ride but her last appearance at the club was one she'd just as soon forget! She'd fought valiantly but when the dust settled, Natasha Henstridge had not merely tamed the proud blonde but embarrassed her in front of her peers. Heap the nightmare of the Stern Tournament tag team match atop that and it went without saying Charlize was hell bent on getting a win tonight - another loss would be devastating! More than devastating, it could leave scars that would undoubtedly never heal. If she was going to avoid another black mark on her record tonight, she was going to have to do it with her fists alone.

Nicholson saw to it that Cat Bell had the seat beside him and, as the result of some maneuvering, Henstridge and her friends were seated a considerable distance away.

Jack took a sip of scotch and grinned as he turned to Cat and asked, "That Elle MacPherson is incredible, don't you think? She really whipped herself into shape after her baby."

"She's a beautiful woman," replied Cat. "She had a baby recently?"

"Yes ma'am!" confirmed Jack. "What I wouldn't give to change places with that lucky little rugrat for a day or two. Imagine breast feeding from her...I'd weigh 100 friggin' pounds at age eight months! How 'bout you? You'd love to suckle those breasts, wouldn't ya pussycat?"

"Jack, you're such a dirty bastard," chastised Cat. "And what makes you think I'd be interested in a woman anyway?"

"I've watched you wrestle, doll," he replied with a grin. "Then there's all those stories on the Internet..." Before Cat could demure, Jack rose from his chair and strolled to the ring, drawing a ferocious cheer from the crowd. He climbed the stairs and slowly ducked between the ropes, moving to the center of the squared circle. "Folks," he began. "I know a ring isn't standard equipment here, but tonight's match was a special request. We don't plan on having many boxing matches here but just so ya know..." He spread his arms wide as he looked to the right and then the left. "We accommodate any and all requests!"

The club faithful hooted and hollered with approval. A good old fashioned fistfight was going to be a refreshing change of pace.

"Tonight's contest isn't limited to four rounds or ten or fifteen for that matter," explained Jack. "And we don't have any official ringside judges. This match will end when one of these spectacular fighters is knocked out. And I mean...TITS UP, KNOCKED THE HELL OUT COLD!!!" Fists pumped the air as the spectators howled like a pack of rabid coyotes.

"OK, now before I introduce the fighters, lemme give ya a quick rundown on the specifics. Two minute rounds, timed by yours truly, no head gear but mouthpieces will be worn for obvious reasons. The gals will be wearing 12 ounce gloves. There will be one attendant allowed in the corner, and we DO have a very special guest referee here this evening who will be introduced last. Everything sound acceptable?!" The response was one of unanimous approval. "Good, 'cause I ain't changing the rules anyway."

He grinned his trademark leering grin, then proceded with the introductions. "Neither of these ladies require a formal introduction; both are well-known throughout the world. Coming out first is the brains behind this event; she requested the boxing ring and she issued the challenge. Give a big welcome to our reigning Academy Award Winning Best Actress, Charlize Theron accompanied by her corner girl, Sunny McKay!"

A big welcome was indeed offered as Charlize and Sunny appeared and made their way towards the ring. Jack chuckled as he watched the dynamic duo approach him. At 5'11" Charlize looked as tasty as ever in a wispy red thong and matching bra but it was Sunny's attire that prompted Jack's chortling; the Aussie porn star was naked as a newborn! Sunny scaled the steps to the ring amidst numerous catcalls and whistles, then raised her leg slowly and spread the ring ropes holding them apart for Charlize who bent over and stepped through the opening, then strolled across the ring with Sunny following. The gloved combatant smiled at Jack as she strutted toward her corner.

"Did ya forget your clothes somewhere Sunny?!" joked Jack, prompting another round of lewd cheers.

"They're in your office," she answered smugly. "I wanted to leave them in a safe place."

"Perfect!" exclaimed Jack. "The safest place for YOUR panties is right on my desk!"

"That WAS the plan, Jack," Sunny joked.

"What's the deal with Jack and panties?!" Connie Nielsen asked Jada Pinckett Smith.

"If you have to ask the question you wouldn't understand," sighed Jada as she patted Connie's knee.

"And now here comes Char's opponent," continued Jack. "Hailing from Australia, she's a legend in the world of modeling. Make some noise for Elle MacPherson with her attendant, the sensational Kylie Minogue!"

The crowd showered Elle with their affection and praise as she and Kylie suddenly appeared in the door from the locker room, then the statuesque 6' supermodel pranced toward the ring using her best ‘catwalk strut’. She was closely followed by petite Kylie and Elle smiled confidently as she acknowledged the cheers from her fans with a cocky little wave. Her attire was from her ‘Elle MacPherson Intimates’ collection, orange lace string bikini panties and coordinated bra. There was no doubt she did it justice! Unlike Sunny, Kylie had chosen to keep her clothes on and she was wearing a pair of curve hugging white spandex shorts and a matching sports bra. Once the Australians were leaning on the ropes in their corner, Jack paused for a moment to drink in the beauty of the four women in the ring. It was a dirty job, yes...but somebody had to do it.

"And now," he boomed. "It's time to bring out our referee for tonight's fight. Even our combatants don't know who I’ve chosen; I wanted it to be my little surprise...scratch that...BIG surprise! I'm thrilled to introduce to you a woman who I believe will indeed do her job inside the ropes tonight. Say hello to my referee...Serena Williams!"

Well, this was getting interesting! As if Charlize and Elle trading punches wasn't already enough excitement, suffice it to say, the crowd buzzed like a chainsaw as the awesome 5'10" muscular tennis star strode to the ring.

"Aw come on, Jack!" whined Sunny, grabbing his arm. "ANYBODY but THAT bitch!"

"Relax, dollface," chuckled Jack. "Serena has what it takes to keep order in the ring tonight. That's all I'm looking for."

"Bullshit!" snarled Sunny as her eyes followed Serena's entrance with a cold, icy glare.

As she passed him, Will Smith's eyes locked onto Serena's rippling musculature which sprayed-on spandex shorts and black and white striped jog bra showed off to perfection. Serena was indeed, a sight to behold.

"Damn!" Will marveled. "I tell you what, that girl’s ass…"

"THIS girl is gonna jam her foot up YOUR ass if you don't shut the hell up!" snarled his wife Jada.

"EASY baby!" whined Will. "I'm just enjoyin' the show!"

"Enjoy it quietly then," she warned and judging by the look on her face, all was not well in the 'Smith Paradise'.

Serena entered the ring with an expression that verified she was all business as she stepped up beside Jack and stood with her thickly muscled legs spread wide, her clenched fists planted firmly on her hips and her head thrown back as the crowd continued to stand and applaud her.

"Does everyone find my choice as referee acceptable?" asked Jack. After a resounding response of “HELL YEAH!” he continued, "Then I think it's time for me to take cover and leave these two fighters in the capable hands of Ms. Williams!"

As their fans showered them with praise and cries of support, the two fighters and their attendants were called to the center of the ring by Serena who began to lay down the law, "OK gals, you all know the drill. Listen to my commands at all times because when I say break you better break...or I'LL break you up myself." She turned and put her right fist just above the waistband of Charlize's panty. "Above the panty is considered a legal blow." Then with lightning fast speed she snapped her fist into Charlize's crotch, bringing a surprised, anguished groan from the big blonde who bent over clutching her pussy with both gloved hands. "But down there ain't!" added Serena with a smirk. "You got it?"

"Keep your filthy paws off my fighter you muscle bound freak!" snarled Sunny, stepping around Charlize to belly up to Serena with fire in her eyes.

"SHUT YER FUCKIN' HOLE, FISH FACE!" The spectators instantly hushed. The loud insult hadn't come from Serena, but rather from the entrance to the Battle Room.

Jack broke into a toothy grin as Traci Lords walked through the door and made her way to an empty seat. He’d been a fan of the former porn star since she first graced the pages of Penthouse as the July 1984 Pet of the Month...at age 16!! In his defense, Jack, like the rest of the world, had assumed Traci was of legal age but once the truth was revealed, it only served to increase his fondness for Traci! The kid had balls of steel. She’d made over 100 adult films and the only one she appeared in as a legal adult was the final one. A dirty old bastard like Jack could do nothing but tip his hat to the woman who’d pulled off such a great stunt.

And, of course, there was a good reason for Traci to taunt to Sunny. They had an upcoming date with destiny in which they would be fighting for a ‘legit’ movie role, playing ironically, a porn star trying to go legit! That was behind Sunny's protest of Serena as tonight's referee since she had been hired to get Traci fit and ready for her upcoming fight. Sunny and Charlize had to wonder...was Jack aware of their adversarial relationship with Serena or was her appearance just a bizarre coincidence?

Serena glared at Sunny with a look of disdain as she growled, "Git back to your corners and get ready for the bell." Then she added jabbing a finger into Sunny’s bare right breast and inverting the nipple until the mound of soft flesh looked like a little donut, "And YOU, keep your nose clean and your mouth shut or I'm liable to bust 'em both. Then you won't be nibblin' any 'tang for weeks, you skanky porno slut."

"Fuck you, bitch!" spat Sunny as she was pulled away by Charlize. But Sunny was never the kind of blonde to let another woman get the last word and she turned and grabbed her crotch, rubbing up and down as she hissed at Serena, "YOU wouldn't know a good piece of pussy if it was perched on those fat lips of yours. Which is where I just may put MINE if you start anything with me!"

"Buckle up, my dear Cat," whispered Jack rolling his eyes. "It’s gonna be a bumpy ride."

"Just wait 'til I get Henstridge on the mat," countered Cat as she gazed toward Natasha. "They'll be registering tremors at the USGS lab in Pasadena."

"I expect nothing less from you my dear Catherine," he said with a wink. "Nothing less!" The busty brunette sent shivers down his spine!

The noise inside the Battle Room reached a near deafening level as the attendants inserted mouthpieces in their fighters mouths, then left the ring. Both women appeared ready for battle as Serena stood in the center of the ring, glanced over her shoulder at Jack and nodded. He peered down at his Rolex, waited ‘til the second hand reached 12 and shouted, "FIGHT!"

ROUND 1
Charlize and Elle danced on their toes as they cautiously moved out of their corners, gloves held high. Many in the crowd expected them to unload their entire arsenal early in hopes of a quick knockout, but after more than a minute of cautious dancing and careful jabbing the tone was set. Both women were going to proceed in a controlled, judicious manner. Charlize had laced on gloves numerous times and knew the way to victory involved a sound strategy and the proper execution of that strategy. Although Elle didn't have anywhere near Charlize’s ring experience, she’d been training hard for this fight for several months and she was no dummy. She also had Kylie Minogue in her corner who had a bit of experience as a celebrity boxer and she’d worked with Elle on their game plan which Elle was determinted to stick with!

Time was winding down before Elle finally began to establish her jab although she enjoyed a reach advantage over her tough blonde adversary. Much to the crowd's surprise, Elle showed she could really deliver a crisp jab as several times she snapped Charlize's head back with a distinct THWACK! Charlize was no stranger to tasting leather...well...that included boxing gloves too! She took Elle's jabs well and managed to land a few body shots in response before Jack called "TIME!"

Both fighters attempted to get in one last dig after the "bell" but Serena jumped between them and with a sweep of her powerful arms, sent both Charlize and Elle stumbling backward toward their respective corners. Each startled woman received an ominous glare from the ref as the corner girls pushed stools under their fighters asses as they sat down.

"How ya feelin', Char?" asked Sunny, giving her boxer a squirt of refreshment from the water bottle when she opened her mouth to reply.

"I'm good!" answered Charlize confidently. "She's got a decent jab but her belly’s wide open. I'll just keep...oh I don't fucking believe THIS!" she gasped as she was looking over Sunny’s shoulder as the crowd erupted with a tumultuous cheer. Sunny started to turn to look, but Charlize grabbed her and hissed, "NO! Don't look!"

"What the fuck?!!!" squealed Sunny, pulling away from Charlize and turning to see what the commotion was about. "Why that little bitch!!!"

Traci Lords had come out of the audience and climbed into the ring...smirking...completely naked! She strutted around the ring with her right arm raised showing two extended fingers. Apparently, Traci had decided to take on the Round Girl duties for the evening and it certainly made quite a hit with the crowd. Sunny, however, failed to see the humor!

"Get the hell outta here!" Sunny screamed angrily as Traci passed her corner. "That nasty snatch is stinkin' up the place!"

Traci smiled at the red-faced blonde and blew her a mock kiss, "Well if that ain't the pot calling the kettle black! But then I guess after you goin’ down on all the Black Porn Stars at the club, maybe the word ‘black’ just gets you turned on. Hell, they can smell YOUR stench all the way out in the parking lot!"

Sunny stood up and started to reach for her rival, but Charlize lurched off her stool and wrapped her arms around Sunny from behind to put a halt to her charge, hissing in her ear, “Dammit Sunny! Forget that slut; I need you with me!"

After watching the little drama unfolding, Serena finally pushed herself off the ropes where she was lounging and rumbled across the ring, stepping between the two blondes and stabbing her finger into Sunny’s breast for the second time. "You got a problem, blondie?!" Serena rumbled. "Cuz I'd be happy to be your problem solver. Now you shut your mouth, do your job and git your fighter ready!"

Jack beamed as Traci raised her leg high as she stepped back out over the middle rope and tossed him a kittenish glance. He hadn't planned this, it was strictly Traci's own doing...but he loved it.

"Well isn't she the tasty little morsel," sighed Cat, her massive chest heaving a little faster.

Jack turned to look at her wide eyes with a smug expression and repeated, "Tasty little morsel? And you asked me why I thought you might be interested in the ladies! Tsk-tsk!" A slight curl of the corners of Cat's full, pouting lips was her only reply. "I didn't think so!" Jack finished with a lewd wink before he turned his attention back to the ring, glanced at his wristwatch and yelled, “OK, FIGHT!”

ROUND 2
The spectators were hungering for some toe to toe action and they let it be known with rhythmic stomping feet and clapping hands and Charlize and Elle didn't disappoint; they started the second round with a vengeance. Both women chucked bombs at each other and both landed hard punches that sent the recipient staggering backwards, reeling from the impact. All the strategy and technical displays of Round One were tossed out the window and the crowd ate it up! But after the opening salvos by both fighters, the pace slowed, however, and Elle went back to her bread and butter, snapping a stiff left jab in Charlize's face to keep the dangerous blonde away from her body.

When Charlize dropped her left shoulder slightly as she set to deliver a straight right, Elle beat her to the punch and landed a powerful right cross that caught the side of the South African's chin. Charlize’s knees buckled and she stutter-stepped back wide-eyed before the delayed effects of the punch short-circuited her long legs and she dropped on her ass! Elle almost tripped over the prostrate blonde as her fans leaped out of their seats with a boisterous cheer. Serena grabbed Elle and steered her to a neutral corner before she went back, leaned over to look at Charlize and began to count. Charlize was rattled but this wasn't a bout-ending blow and the nimble former ballerina was back on her feet by the count of five.

"You okay?" asked Serena as she stood in front of the mildly dazed blonde and Charlize nodded silently, she was fine.

CRACKKK! The spectators gasped as Serena rocked Charlize with a savage backhand slap to the face that staggered the blonde and brought a loud YELP as she reeled back into the ropes. "You okay?" Serena repeated nastily. "Answer me, bitch!"

"YES!" squealed Charlize, eyes flashing angrily as she raised her glove to her reddening cheek.

Sunny was livid, "WHAT THE FUCK IS THIS BULLSHIT?" She glared at Jack who just stared back and shrugged his shoulders and an innocent expression. "Jack, if this shit doesn't stop, my panties are going home with me!"

"Easy Sunny, EASY!" Jack whined as he jumped to his feet. "Let's not get rash! Just tell Charlize to answer the ref. when she speaks to her"

Cat poked Jack in the ribs and grinned, "What’re you up to, Jack?"

"Nuthin'!" he replied. "I swear! I didn't expect Ms. Williams would show such blatant favoritism."

Cat laughed, "I really don't think it's a matter of favoring Elle. Like so many of us, she just can't stand that bitch Charlize! And there's that little technicality about Serena helping get Traci ready for her porn star fight with Sunny. You wouldn't know anything about that, would you Jack?"

"Huh?! Hell no, they won't let me in that Porn Star Club!" he pouted. "Hell, I even considering dressing in drag once and showing up at the door calling myself Jackie! If half the stuff I've seen on my pirated PPV cable TV really goes on in there on regular nights, it's the hottest spot in town!" Cat didn't answer, but Jack got his answer when he saw a deep crimson flush rising up her neck and covering her face as she rolled her eyes and nodded in silent affirmation.

After slapping some obedience into Charlize, Serena ordered the action to resume and Elle moved in quickly to take advantage for although Charlize had weathered Elle's knockdown blow pretty well, Serena's backhand had done some damage. Charlize got on her bicycle and did her best to keep a jab in Elle's face as she back-pedaled around the ring trying to clear her head. The frustrated Australian began to lob more heavy punches at her until she finally forced Charlize back into a corner where Elle unleashed a barrage of blows. The wily blonde covered up well, however, and most of the punches never found home while the few that did land, had their impact lessened by being partially deflected.

With her fans on their feet urging her on, Elle persisted in her attack. At one point, she pulled Charlize’s head down and slammed a few rabbit punches to the back of her head which brough an immediate protest from Sunny. Serena stepped in, grabbed Elle by the shoulders and pulled her off Charlize to give her a warning. Sunny's irate voice rose above the crowd as she continued to yap at Serena with a string of complaints.

Finally, Kylie made her presence known, screaming at Sunny, "OH SHUDDUP YA CUM-GUZZLIN' TRAITOR!"

The Australian-bred Sunny responded without missing a beat. "Right here you sawed-off little bitch!" she snarled as she pointed to her naked pussy.

"You provide the nose plugs, I'll provide the teeth, SKANK!" countered Kylie.

As much as the crowd would have wished to see Sunny and Traci get into it, Serena ordered the ‘main event’ to resume and in the waning seconds Charlize managed to find Elle's midsection once again, landing two heavy body blows. Elle's big body shuddered with each sharp blow and as soon as Jack called an end to the round, Elle turned toward her corner clutching her belly and breathing in labored breaths, her face red and her lips pursed tight.

This time when Traci entered the ring to parade around displaying three fingers, Sunny ignored her. That bitch's day was cumming, and it was going to cum hard; but not tonight. Charlize slumped onto her stool where Sunny straddled her thighs as she bent over to study her girlfriend’s face closely. Charlize’s eyes were still glazed and Sunny knew the punishment she’d taken had done damage. She knew Charlize better than anyone, however, and she knew exactly how to bring her around. She pressed her crotch into Charlize's face and began to work her fingers up and down between the folds of her pussy. With the lewd jeers of the crowd ringing in her ears, Sunny pulled her glistening fingers out, stepped back and traced them across Charlize's lips. After waving the fragrant digits under Charlize's nose a couple of times, her fighter was rejuvenated!!

"Mmmmm...a succulent bouquet if I ever smelled one," purred Charlize dreamily. "Can't wait for my post-fight rubdown!"

"I'll toss ya a bucket to puke in, Theron!" yelled Traci. "Obviously, your nose ain't working right!"

"Cunt!" hissed Sunny.

"She's not even here, baby….not even here..," reassured Charlize, reaching around to rub her gloved hand on Sunny’s ass..

Sunny smiled and kissed her fighter, "How ya feelin' sweetheart?"

"My body shots are hurting her,” muttered Charlize. “If I can just get inside the jab and still avoid that right hand, she's all mine!"

"That's my girl!" praised Sunny, licking her fingers as she and Jack locked eyes.

Then Jack turned to Cat and joked, "Beats the shit outta smellin' salts, don't it?!"

"Oh I wouldn't know Jack," Cat purred coyly. "I never use smelling salts. Does it really?"

Over in Elle's corner Kylie was nervous as it was clear Charlize's heavy body attack was taking a toll. "You OK Elle?"

"I just have to keep my left in her face, not let her set up in close; keep her at bay," answered the supermodel. "If I can land some more big right hands, she's gonne be mine."

"FIGHT!" bellowed Jack above the din.

ROUND 3
Early in Round Three Elle managed to execute her strategy masterfully, repeatedly snapped Charlize’s head back with long, solid jabs keeping the blonde back on her heels or crouching defensively. The South African's eyes were watering, her face was beginning to show redness and there was some swelling above her eyes, but her spirits remained high. Elle was annoying and disrupting her attack, but she wasn’t hurting her. Then Elle unleashed a wicked right hook that Charlize saw coming a mile away. As Elle leaned into the punch, Charlize jerked her head back to avoid it, then leaned back forward and drove a hard punch into Elle's ribs followed by a loud “UNNNGH!” and a whoosh as air was expelled from the Australian's lips. Elle’s big body quaked and shuddered as she wisely spun out of range and hurriedly retreated across the canvas with Charlize in pursuit.

As the gap closed, both fighters unleashed simultaneous jabs that each blocked glove to glove. But Elle had already initiated her follow-up, a straight right that found Charlize’s jaw! Another series of savage, piston-like jabs to the face, once more had Charlize backed into a corner where swooping blows rained down on her! Charlize covered up well, bobbing her head to keep the damage minimal until Elle's barrage ran out of steam and her punching slowed. That’s when Charlize went back to her “sweet spot” digging her fist into the Australian's belly and ribcage again!

Elle yelped in pain and was finally forced to clutch and grap, holding Charlize trying to get a break to catch her breath. Serena did her job as she stepped in to untangle the two women but just as Serena separated them, Elle lashed out with a nasty low blow that hit THUD on the front panel of Charlize's damp and now virtually transparent panties.

"UUNGGHHHH!" Charlize folded at the waist and her gloves dropped to her pussy in agony as the crowd roared.

Serena called time and shoved Elle backwards, shaking her finger in the supermodels face as she issued a stern warning while Charlize continued to groan, her face pale.

Serena finally turned back to Charlize asking, "You okay, Theron?"

"Unnhhhh...yeah..," Charlize answered quickly with a wince. As Serena moved toward her, Charlize backed away, still holding her crotch. "Keep away from me!" she grunted.

"Relax, girl," said Serena innocently. "Take all the time you need." Then she glared at Elle with a stern expression and shook her finger again, warning her, "Keep 'em up, MacPherson! I mean it!" She corralled Charlize against the ropes, grabbed her chin and pulled her head up, straightening her upright. Placing her fist just above the blonde's waistband she said, "Once again MacPherson, above the panty is fine." Charlize’s eyes widened as she realized what was about to happen and she frantically tried to get Serena's hand away but it was too late! The tennis star rammed her fist into Charlize's snatch for the second time, folding the bellowing blonde at the waist yet again. "Down there ain't!" explained Serena as she looked at Elle and winked. "You got it?"

Sunny got so red-faced it looked like the top of her head would explode, plus Kylie snickering in the opposite corner certainly didn't help. Sunny unleashed a blue streak of expletives that would’ve impressed the shit outta George Carlin!

"I think I'm still a tad fuzzy on that rule," said Elle, trying to suppress a smirk. "Could ya show me that again?"

"Nuh…ohhhhh!" gasped Charlize as she shuffled away from the ref in panic with her glove still wedged between her tightly clenched thighs.

Jack made a motion with his hand to catch Serena's attention that translated to, "…tone it down a bit…" She pouted but then finally nodded her head. Charlize was granted a moment of unmolested recovery time to get her head back into the fight as the crowd waited impatiently, most more interested in watching Sunny on the ring apron than either fighter.

"I can't say I've ever seen a referee act like THAT before!" Connie Nielsen hissed to Will and Jada.

"I'll bet ya haven't ever seen one LOOK like that before neither!" declared Will, barely able to get the sentence out before Jada landed one of the best punches thrown all evening as she smacked her hubby square in the face.

"Keep it up, boy!" she threatened as Will frowned and dabbed at his swollen lip. "Just keep it up!"

Charlize finally signaled she was ready and the fight resumed with only a handful of seconds left. Just before the round ended, Charlize managed to get another dig into Elle's ribcage as the Australian missed a jab.

"TIME!" yelled Jack, grinning from ear to ear.

"That fucking Nicholson is behind this, I bet!" snarled Sunny as she rubbed Charlize’s shoulders after the blonde’s wet bottom slapped down onto her stool. "He wants ‘em so damn bad; I'm gonna jam my panties right down his friggin' throat an choke him with ‘em!"

"Don't !" sighed a breathless Charlize. "He'd enjoy it! Besides, I don't think he's behindit; it's that muscle-bound bitch Williams making a statement. Some night she gonna answer for her actions. There's too damn many distractions, I’ve gotta keep my mind on the goal. MacPherson's weakening, she's about ready to go. I gotta stay focused!"

"That’s right, you take her out hun!" encouraged Sunny as she massaged Charlize's shoulders and nibbled her earlobe.

Kylie was on her knees between Elle’s thighs as the supermodel was collapsed on her stool panting rapidly as Kylie wiped her torso with a cool sponge, but when she passed it over her ribcage Elle winced and whimpered.

"Elle, are you hurt?" Kylie asked.

"I have to take her down this round!" answered the battered supermodel. "I think the bitch cracked my rib last round."

"Go low again," suggested Kylie. "Serena will probably let it slide; there's something between her and Theron. Hit her low and then throw the haymaker; it’ll take her freakin’ head off!!" Elle grimaced as she gently touched her ribcage. "Want me to buy you some extra time?" offered Kylie.

"What do you mean?" queried Elle.

"Don't worry, just trust me," assured Kylie.

"FIGHT!" shouted Jack.

ROUND 4
But instead of taking the stool and leaving the ring, Kylie charged across the ring toward the unsuspecting Sunny whose back was turned. Just rising off her stool, Charlize tried to cut Kylie off but the petite Aussie ducked under her flung out arm and bolted past her. All Charlize could do was yell back over her shoulder, "Sunny! Look out!"

This wasn't Sunny's first rodeo; she was a veteran of a lot of bitchfights, so as soon as she heard Charlize’s warning she reacted. Sunny’s leg kicked out in a side kick which little Kylie ran into headlong. The singer cried out as her body went vertical for a brief moment before she crashed down on the mat at the edge of the ring at Sunny's feet!

Elle was one to recognize an advantage when she saw one and as soon as Charlize turned her attention to Sunny, Elle made her move. She hammered the South African from behind with a wicked overhand right over Charlize’s right shoulder, striking her in the ear and sending her headfirst into the ropes.

Sunny yanked the groggy Kylie to her feet by the hair and slammed her into the ring post where she began to pummel the cheating bitch with both fists.

"Uh-oh!" muttered Jack as Cat leaned forward and gave him a peek down her blouse. "Here's where my ref earns her pay."

Sunny was teeing off on her pint-sized adversary when Serena grabbed her from behind. At that point, Kylie had already been battered into a daze and was slumped in the corner with both arms draped over the corner ropes. Serena spun Sunny around but as she was whipped around, the porn babe swung at the ref. Whoops! Serena deflected the wide-swinging fist expertly and pounded Sunny in the middle of the torso with a vicious punch that pancaked her back into Kylie. In one smooth, fluid, athletic motion Serena scooped up the dazed, naked porn star and bodyslammed her to the canvas. As Sunny lay stunned, Serena straddled the moaning blonde and jerked her head off the canvas by a hank of hair, then drove her right fist down and knocked Sunny unconscious with single punch to the jaw!.

Ten feet away, Elle was desperately trying to put Charlize down for the count. Every time she threw a punch it felt like she was being stabbed in the side and her punches reflected the discomfort she felt. They were tepid at best and when Charlize finally landed a quick jab to the ribs, Elle wasted no time backpedaling to catch her breath and regroup. The crowd was on its feet screaming and applauding since EVERYBODY in the ring was fighting!

Serena sat on Sunny’s bare belly, staring down at the blissfully oblivious blonde like a hungry lioness over a slain gazelle, Kylie had recovered enough to realize McKay was out cold at her feet and she held onto the ropes for support as she began to to stomp her foot on Sunny's tits, cackling wickedly. Serena glared at her, then let fly with a backhand that sent the petite singer pinwheeling away along the ropes. Serena got up and caught up with the stunned corner girl, hauled her off the ropes by her hair and gave her another wicked backhand that launched poor Kylie headlong back into Elle's corner. She came to rest with her body draped over the bottom rope, half in and half out of the ring, arms dangling of the ring apron, out cold!

"That woman’s a force to be reckoned with, wouldn’t you say Catherine, m’dear?" purred Jack.

"McKay?" sneered Cat. "Please! She only excels as a wet nurse for her Black Domme girlfriends!"

Jack chuckled for a few seconds before he could elaborate, "I was talking about Serena, the ref."

"Her?!" asked Cat. "I haven't paid her any attention. What's her name again?"

"I have a feeling she'll be introducing herself to you one day soon," he chuckled.

"That's fine by me!" stated Cat. "I'll be looking for another pussy to paddle after I put Henstridge out to pasture."

Having restored order in the ring, Serena focused her attention on the two featured combatants. Charlize appeared in the driver's seat as she worked Elle's body relentlessly, occasionally smacking her in the chops with a jab. Elle took the punishment and continued to fight back but the tide was definitely turning. After another forceful fist to Elle's face, her lower lip split and blood began to dribble down onto her heaving chest.

Charlize gazed at her dazed foe with a look of disdain, "You gonna fight or just bleed all over met? Hit me, you worthless bitch! Fight back or what’s the glory in beating you?"

Elle feinted with a left jab and put every ounce of strength she possessed into a sneaky uppercut. The exertion from the punch took her breath away but it found its mark, her gloved fist detonating underneath Charlize's chin. The South African hurtled backward and lost her struggle with gravity as she landed hard on her ass, then rolled flat on her back.

"Ask and ye shall receive!" commented Jack as he scratched his chin. "I can't believe she said that."

"The quintesential dumb blonde, Jack," chortled Cat. "All the dumb things she does NEVER surprise me in the least."

Elle's fans had grown quiet as they saw her prospects of victory slipping away as Charlize began to dominate. Suddenly, their emotions flip-flopped like John Kerry at an election rally. In a heartbeat, Elle’s fans went from morose to ecstatic; downcast to jubilant; paying off bets to collecting. They were in seventh heaven as Serena leaned over Charlize and began to count.

"One...two...three...you stupid bitch...five...six...seven..." Charlize struggled to her knees and pulled herself up the ropes to her feet to beat the count just as Serena finished “…nine…”. Her bell had been well and truly rung but she (typically) had nobody but herself to blame. Serena patted Charlize’ cheek as she looked into her eyes to ensure she was fit for battle, then told the fighters, “Continue.” Charlize wobbled as she backed into a corner, wedged her butt between the ropes and settled down on the middle strands like a fighter on her last legs as Elle carefully moved in for the kill. Elle was so shocked when Charlize suddenly pushed off the ropes with her ass and lunged out of the corner she never had a chance to react.

"TIME!" screamed Jack a split-second before the punch.

The thunderous right Charlize delivered was one for the highlight reel. It took Elle right off her feet and sent her sailing several yards through the air then she slammed to the canvas with a resounding THUD! She lay spread-eagled and, unequivocally, out cold.

"Aw come on, Jack!" protested Charlize dejectedly.

Jack just shrugged, pointed at his watch and grinned as he explained, "Sorry dollface; time was definitely up."

"Go to your corner!" ordered Serena icily, then went to the fallen Elle and nudged her with her foot.

Receiving no response, she straddled the devastated supermodel on her knees, rolled Elle onto her side and unfastened her bra. Serena let the limp fighter roll back onto her back again as she deftly worked the bra off Elle, exposing her pair of succulent breasts to all to see. The crowd was quite vocal with their praise, not only for Serena’s unwrapping an unexpected gift for them, but at the quality of the gift itself!

"Wake up, pretty girl," chided Serena as she lightly slapped Elle's face. Nothing! A devious expression appeared on the referee's face, then her fingers dropped to Elle's stiff nipples which Serena tweaked and twisted as she continued to demand Elle's awakeningl. Even stretching the supple nubs like rubber bands evoked no response.

"Damn, she sure cleaned your clock! I gotta git you up 'cause, technically, this fight ain't over yet."

While Serena molested Elle’s breasts, Charlize slumped on her stool and fumbled with the water bottle, trying to pick it up with her gloved hands as she stared down at her cold-cocked lover. She finally managed to get it up between her gloves, then stood up, squirting the watere over Sunny’s peacefully sleeping face. As the stream of water from the bottle splashed on her face, the porn star came to with a start, sputtering, then shooting up swinging. Fortunately for Sunny, Traci had already made her ‘victory circuit’ and was back in her seat, laughing her ass off.

"Calm down Sunny, it's me!" yelled Charlize.

"Wa...what happened?" mumbled the bewildered Sunny.

"What happened? You got your ass knocked out, that's what!" answered Charlize. "But lookit Elle - I knocked her ass out too but it was a split second after the round ended."

"So is it over?" asked Sunny as she struggled to her feet amidst cheers from the crowd.

"Not yet, but it will be soon," assured Charlize. "I own that bitch and I'm not fuckin' around anymore. This round will be the last."

Serena needed to wake up Elle for the next round, but so far she was failing miserably. The situation called for drastic action ….thank goodness! Serena scooted up until her sweltering crotch was parked directly on Elle's delicate features. She could feel the Australian's nose pressed against her cunt and feel her hot breath. The flesh on Serena’s muscular arms erupted in goosepimples as she slowly began to rock her hips back and forth, rotating them to and fro as she leaned forward, her hands curling in and grabbing a fistful of Elle's gloriously fanned out mane for a secure grip.

"Time to git up girl," Serena moaned. To most everyone in the audience, the fact that they were present to witness a boxing match had completely slipped their minds.

"Now she's REALLY earning her paycheck," marveled Jack as he watched Serena grinding on Elle's face.

"She's not looking to make any friends, is she?" sneered Cat. “She oughta take this act down to the Porn Star Club where they appreciate this kind of stuff!”

"She doesn't need friends," replied Jack with a grin. “She can take what she wants from anybody.”

“HA! Not likely Jack, not likely at all,” sniffed Cat with a dismissive toss of her short, dark hair.

Serena was cruising at warp speed, beginning to make guttural noises as she rutted like a bitch in heat. Elle's limp frame jiggled sexily with the black girl's hip thrusting and the spectators spurred her on with a lewd chant. The sight of the athlete's abundant muscles flexing and straining as she did her version of the 'Rumpshaker' on the long-limbed beauty Elle was dramatic...and flat out, face-fucking, HOT! When Serena’s eruption came, it was of legendary proportions! Her back arched, she threw her head back and her nipples practically shot right thru her sports bra as she screamed out in climax.

"Fucking freak!" spat Charlize. "Stole my thunder."

"Knock Elle into next week and win your thunder back," suggested Sunny as she squeezed Charlize's ass, then drew her hand back and delivered a stinging spank to her girlfriend's ass, eliciting a kittenish yelp from Charlize. "That's an order, bitch!" Sunny growled in her best imitation of a ‘dominatrix’ voice.

Serena's breathing quickly returned to normal and she slowly rose to her feet straddling Elle’s chest. The Australian's face now wore a fresh coat of "base" - albeit far more fragrant than Estee Lauder. Amazingly, Elle was still unconscious.

"Oh, for heaven's sake!" sighed Serena as she leaned over and snaked her hands under Elle's armpits. "You still breathin' hon?" She hoisted Elle's flaccid body off the canvas and carried her to the corner where Elle's stool still sat next to the body of a demolished Kylie Minogue. Elle's feet dragged on the canvas between Serena's legs; her arms splayed out over Serena’s forearms, her gloves brushing the ring surface. Serena hefted her up and plopped her ass down on the stool, then slapped her a couple of times and squirted some water in her face until Elle showed signs of life and began to whimper softly.

"Hey!" yelled Serena. "Wake the hell up!"

She smacked Elle's face again and the supermodels eyelids fluttered open. She looked up at Serena with a totally dazed and confused expression while Serena shook her head in disgust as she started down at the topless supermodel. Suddenly Elle's nose crinkled and her brow furrowed; she pursed her lips and sniffed the air, her nose detecting a quite distinctive and recognizable odor. Raising her glove to her face, she rubbed it across her nectar-coated mug, then brought it to her nose for another sniff. Her look of bewilderment morphed into a glare of disgust as she looked up at the smirking Serena who smiled and nodded in silent confirmation of Elle’s unasked question regarding the author of her ‘christening.’.

"Round Five, SpongeBabs," chuckled Serena as she reached down and stuck a finger in Kylie's ass. "Shove this creampuff through the ropes and let's go!"

"I need time to recover!" protested Elle, gingerly licking, then smacking her lips noisily.

Serena growled and kicked Kylie’s body out under the ropes. The petite blonde landed on the floor in a heap, groaned and then slowly turned over onto her back, her unfocused eyes staring blankly up at the ceiling. Serena used the last of Elle's water bottle to rinse Elle’s face, causing her to sputter as she sat bolt upright.

"Time's up!" Serena declared as she tossed the empty water bottle on Kylie’s stomach..

"Aren’t you gonna give Elle a little time to recover, Jack?" pondered Cat.

"Serena's kinda been picking on Charlize. Plus, at last count Elle landed at least two low blows. Plus, I want to get up to my office and get McKay's skivvies before she finds a reason to take 'em home. FIGHT!" he shouted.

ROUND 5
Elle struggled to her feet and as Serena kicked her stool out of the ring, she raised her guard and bravely moved toward Charlize. Elle pawed out a flicking jab but Charlize walked right through it and smacked her with her own jab, then followed with a right hook. Elle's knees buckled as she slumped forward, wrapped her arms around Charlize’s chest and grimly hung on.

After Serena broke them apart, Charlize closed on her adversary looking to ring down the curtain. She backed up Elle with several stout jabs, then nailed her with an overhand right that sent the wobbly supermodel careening, her arms windmilling wildly. Charlize pursued her relentlessly as the crowd erupted, then connected with another heavy blow that sent Elle sprawling one way, her mouthpiece bouncing across the canvas in another. Serena grabbed Charlize’s shoulder and pointed to a neutral corner where the blonde hurried without giving Serena a chance to punch or otherwise abuse her further.

Serena commenced the count while Elle's supporters pleade with er to get up. As the count rattled on, it looked like the fight was over but Elle, drawing upon the resiliance and pride that made her a legendary world famous supermodel, willed herself to beat the count, reaching her feet just as Serena started to say, “…te….”

Serena picked up Elle's mouthpiece and shoved it back into her mouth and asked, "You okay?"

The battered Elle didn't respond so Serena repeated, "I said, ‘You okay?’!"

Elle finally nodded and raised her gloves.

"Where's her backhand, bitch?!" growled Charlize.

"Stifle it or you'll get it for her, blondie," snapped Serena gruffly, sending a shiver down Charlize’s spine..

She ordered the fighters to resume and Charlize swooped in for the kill. Elle had nothing left, but she did manage to take one last stab at a low blow but this time the Oscar winner deflected the blow and rocked Elle with her own jab.

"You're so predictable," scoffed Charlize.

Elle cried out and delivered a wide, lazy roundhouse that Charlize easily blocked. Elle staggered sideways briefly, then regained her balance and squared up to Charlize.

CRACKKK!

The uppercut was a ‘Monster’ and just like the one she landed after the previous round expired, this one literally sent Elle airborne flying backwards. She was unconscious before she hit the canvas but when she hit, she hit hard! Her mouthpiece skittered across the ring and her arms and legs flopped limp, landing wide spread. Her limbs quivered involuntarily for an instant before her entire body fell still. It was a ko with a capital K-O!

Serena counted just to make things official but she could have counted to 1000 and Elle wouldn’t have beaten it. The crowd was on their feet, Charlize's fans hooting and hollering while Elle's gazed at their fallen favorite sadly. Jack just grinned as he turned and studied the expression on Cat’s face.

"We'll call this, 'How Charlize Got Her Put Up or Shut Up Groove Back'," he laughed.

"She better enjoy her moment of glory," advised Cat. "One of these days I'm gonna bust her groove; know what I mean?!"

Jack let loose with a chuckle, "Henstridge, Williams, Theron; sounds like you're gonna be a busy little beaver here!"

"My beaver LOVES to stay busy," teased Cat.

"Mmmmm...," he moaned. "Well, 'scuse me, but it's time for me to get busy."

Jack climbed into to the ring where Serena was squatting beside Elle to check on her. Sunny scurried over to Elle and quickly peeled the supermodels sweaty panties off and stuffed them in her mouth. Serena was about to scold Sunny when she saw Kylie climbing through the ropes with her eyes fixed on Sunny’s back. Serena stood up and took a few steps in Kylie's direction, halting her with a massive open hand between her perky tits. Jack was standing off to one side, taking it all in. He jokingly ducked behind Charlize and hissed, "Will ya protect me, champ?"

"Who is going to protect ME from that bitch in stripes you hired?" Charlize groused, eyeing Serena..

"Cat Bell might!" he answered with a laugh. "She's very fond of you, ya know! Maybe if you offered your … um, services….she’d protect you from big bad Serena over there. God knows you look like you need it!"

"That slut Bell has the hots for anything with a pussy and a pulse," sneered Charlize. “No thanks!”

"Well, that describes you to a T. Besides, what's wrong with that?" he asked. Then he grabbed Charlize's forearm and held her hand high in victory as the crowd showered her with adulation. "Ladies and Gentlemen; your winner by a 5th round knockout...Charlize Theron!"

Sunny rejoined them and as she hugged Charlize she cast an icy glare at Traci Lords who gave her the ‘bird’.

Serena plucked Elle's panties from her mouth and handed them to Jack with a knowing wink. "Thank you m’dear," he said as he sampled their essence briefly, then stuffed them in his pocket. "Wonderful job, Serena."

He looked at Charlize and then glanced down at her wet thong. Once she made eye contact he asked, "You...uhhh...feeling charitable with those, champ?"

"NO!" she replied coolly, then she took Sunny's hand and they headed for the locker room with the crowd's cheers still loud and large.

Once the blondes were out of sight, Jack sighed as he turned his attention to the naked and demolished Elle. "Damn...she is quite a specimen, isn't she?!" he marveled.

"She's got good features," agreed Serena. "And a really useful and sturdy nose! But enough about her; who have you got for me; hopefully, someone upright and fiesty?"

Continue to the NEXT PU-SU fight

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