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UFC 164 fight card: Ben Henderson vs Anthony Pettis fight preview

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UFC Lightweight champion Ben Henderson will look to avenge his loss to Anthony Pettis when the two face off in the pay-per-view (PPV) main event of UFC 164 from BMO Bradley Harris Center in Milwaukee, Wisc. What it's going to take for each fighter to walk out with the belt? Check out our breakdown below!

Photo by Esther Lin for

This Saturday night (Aug. 31, 2013), the Ultimate Fighting Championship (UFC) Lightweight title will be on the line when champion Benson Henderson and challenger Anthony Pettis settle the score in the pay-per-view (PPV) main event of UFC 164 from BMO Bradley Harris Center in Milwaukee, Wisconsin.

In their first meeting at World Extreme Cagefighting (WEC) 53, Henderson lost the Lightweight championship to Pettis thanks in part to the now-infamous "Showtime" kick. It was the final WEC bout ever fought, and many predicted that their paths would cross once again.

That day has arrived.

Henderson has been on fire inside the Octagon, going an undefeated 7-0 against the best 155 lb. fighters on the planet. Although Pettis has found success in the UFC as well, he's suffered a few setbacks due to injuries and a loss to Clay Guida. Lately, though, he's looked unstoppable.

His brutal liver kick knockout of Donald Cerrone at UFC on FOX 6 sent notice to the division that Pettis was back and here to stay.

The two ultra-talented Lightweights will bring a huge arsenal of weapons to the Octagon on Saturday night. How will both Henderson and Pettis come out victorious in the biggest fight of their lives?

Read our Ben Henderson vs. Anthony Pettis 2 breakdown below to find out:

Ben Henderson
19-2 overall, 7-0 UFC
Key Wins:
Frankie Edgar (UFC 144, UFC 150), Nate Diaz (UFC on FOX 5), Gilbert Melendez (UFC on FOX 7)
Key Losses:
Anthony Pettis (WEC 53)
How he got here:
Henderson began his career with a 7-1 start in various regional shows, earning a contract with the WEC. There, he was on the fast track to the top, starting off 2-0 before beating Donald Cerrone for the WEC Lightweight title. At WEC 46, he unified the belt with a submission win via guillotine over interim champ Jamie Varner. In his next trip to the cage, Henderson beat Cerrone once again with his second guillotine choke victory in as many bouts.

He had a ton of momentum heading into WEC 53, and a win over Pettis would have guaranteed him a UFC title shot. He fought well against "Showtime," but dropped a decision that still leaves a bad taste in his mouth.

Once the WEC fighters were absorbed by the UFC, Henderson returned more determined than ever. He started off with a win over Mark Bocek at UFC 129, and followed it up with another decision over veteran Jim Miller in Milwaukee. Henderson found himself fighting for a UFC title shot at the first UFC on FOX in November 2011. Grinding out the gritty Guida, "Smooth" had booked his title shot against Frankie Edgar.

The two met in Tokyo, Japan, in the main event of UFC 144. It was a back-and-forth battle with Edgar gaining the advantage in takedowns while Henderson appeared to have a slight edge on the feet. A vicious upkick from Henderson bloodied Edgar's nose, perhaps changing the course of the fight.

The kick may have been the defining strike that swayed the judges, eerily similar to how Henderson lost to Pettis the first time.

"Smooth" was now the UFC Lightweight champion, but he still had to prove he could beat Edgar for a second time at UFC 150 in Denver, Colorado.

It was another hard-fought war, but this time around, many felt Edgar did enough to win the title back. Regardless, judges awarded Henderson a split decision win, and he moved on to fight Nate Diaz at UFC on FOX 5.

This fight would not be as close, as Henderson thoroughly dominated Diaz for five rounds, injuring his eye and putting him on the mat with repeated slams. Henderson rounded out his incredible run with another decision in a closely contested battle against former Strikeforce Lightweight champion Gilbert Melendez at UFC on FOX 7.

Although he's yet to gain a finish in the UFC, that's an impressive resume, and avenging his loss to Pettis is one of the few things he has left to accomplish in mixed martial arts (MMA).

How he gets it done: "Smooth" gets it done with a well-rounded variety of skills. He has a good wrestling base from his time spent as a college wrestler, and he also possesses a black belt in both Taekwondo and Brazilian Jiu-jitsu, making him extremely dangerous wherever the fight goes.

It's hard to find a hole in Henderson's game, but Pettis did beat him once before. This time around, Henderson may want to close the distance faster to avoid the rangy Pettis' strikes while looking for a takedown. Henderson is a huge and powerful Lightweight, so he should use this advantage to rough Pettis up and grind him out, not playing to his opponent's strengths.

Henderson has never been knocked out, and he's only been submitted once, so Pettis will truly have to pull off something special to finish the fight at UFC 164. The champion, although criticized for his lack of finishes, remains one of the hardest fighters to damage in all of MMA. He'll have the crowd against him, but his momentum will give "Smooth" unwavering confidence.

Anthony Pettis
16-2 overall, 3-1 UFC
Key Wins:
Benson Henderson (WEC 53), Donald Cerrone (UFC on FOX 6), Joe Lauzon (UFC 144)
Key Losses:
Clay Guida (The Ultimate Fighter (TUF) 13 Finale)
How he got here:
Pettis found his beginning in the martial arts at a very young age. First training in Taekwondo, Pettis eventually attained the rank of third degree black belt. Pettis had his first professional fight on his 20th birthday, beginning an 8-0 start in regional shows. Pettis earned seven stoppages and the Gladiator Fighting Series Lightweight championship in the process.

He went to the WEC and won four out of his first five bouts. His only loss came via split decision to Bart Palaszewski at WEC 45. Of his four victories, three were by way of triangle choke, showing that he has a dangerous submission game to accompany his other-worldly striking.

His true coming out party was against Henderson at WEC 53, where he unveiled possibly the most-watched move in MMA history by jumping off the cage and knocking "Smooth" to the ground with his "Showtime Kick." In an otherwise close bout, this epic kick could have been enough to sway the favor of the judges his way.

With his WEC-closing win, Pettis was promised an immediate title shot against the winner of UFC 125's title bout between champion Frankie Edgar and rival Gray Maynard. Unfortunately for Pettis, the fight was a draw, and both Edgar and Maynard were injured in preparation for the rematch, which eventually took place at UFC 136.

In the meantime, Pettis took a fight at The Ultimate Fighter 13 against Clay Guida, and lost a decision. The fight had many believing that wrestling was Pettis' weakness, as the hard-nosed Guida was able to grind him out.

Pettis didn't exactly silence the critics in his next bout, a split decision win over Jeremy Stephens at UFC 136. But he came back in classic fashion at UFC 144, knocking out the tough Joe Lauzon with a headkick. Pettis then got involved in a feud with fellow WEC veteran Donald Cerrone.

Although Pettis suffered a setback in the form of a hindering shoulder injury, the two finally took to the Octagon at UFC on FOX 6. After a ton of pre-fight hype, Pettis wasted no time in destroying "Cowboy" with a debilitating liver kick, stopping the fight in round one.

How he gets it done: Pettis' knowledge of Taekwondo comes through in a big way when he's in the cage, as he's known for some of the flashiest kicks ever seen in MMA. His entire arsenal of strikes tops the UFC Lightweight division.

Look for Pettis to utilize unorthodox angles and a bunch of surprising strikes to keep Henderson guessing. Obviously his takedown defense will have to be on point against Henderson, but he seemed to have that aspect under control the first time they fought.

The key to Pettis' victory lies in the home crowd. They could serve to be a huge motivating factor for the Milwaukee native, and they most likely will, as "Showtime" has proven that he remains calm and collected under the lights of the big stage. However, he's never been on a stage this grand, and there'll be a ton of pressure on him to leave Milwaukee with the belt around his waist.

Perhaps his best course of action would be to let his abilities flow from the outset. He's a fluid type of striker that responds well to what his opponents present him.

While Henderson is no easy puzzle to solve, if Pettis can keep the fight standing, the belt will be ripe for the picking.

Bottom line from Milwaukee: The bottom line here for this epic Lightweight title bout is that this may be the biggest fight either star has competed in. It's certainly Pettis' biggest challenge, and Henderson's UFC 144 match against Edgar may be the only bout he's had that rivals the magnitude of UFC 164.

Fans have been clamoring for this rematch ever since the decision was announced at WEC 53, and it should deliver on the hype. Pettis will have the huge backing of his Milwaukee faithful, and of all the fighters who have Wisconsin roots, he'll be the one getting the most pop from the crowd.

Can he use this to his advantage? Most likely. Pettis should be Henderson's toughest test in the Octagon so far. If it becomes a kickboxing match, history favors Pettis. If it turns ugly, look for Henderson to grind out another decision win.

Two bitter rivals will square off for the Lightweight title when Henderson and Pettis clash at UFC 164 in Milwaukee. Who is your pick to emerge with the belt?