Nelson jabbing in, but Arlovski low kicks and keeps Nelson at bay for a moment. Nelson bowls forward and gets into the clinch Arlovski trips Nelson, but Nelson rolls through and reverses when they hit the ground, and gets top position. Nelson deftly moves from half guard to side control. Nelson holding side mount well, and slowly gets a hold of Arlovski's arm. As Nelson attempts to crank a keylock, Arlovski shifts, but Nelson is able to stay on top and move to north-south. As Nelson moves back to side, Arlovski bucks and moves away. Nelson stands above Arlovski in Ali-Inoki position, and surprisingly dives back onto the ground, and gets into Arlovski's half guard, and moves to side. Nelson gets a figure-four position on the arm, but is stood up by referee Jorge Ortiz before he can crank it. On the feet, Nelson closes the distance again, ramming Arlovski into the cage. Arlovski with a sharp knee to the face as Nelson looks to go for a high crotch takedown. The Sunrise crowd drone in boos as Nelson continues bulling Arlovski into the fence, until Ortiz breaks them apart again. Arlovski rips a hard low kick and lands with a one-two combination. Arlovski lands two more hard low kicks as Nelson wades forward with single punches. Nelson clinches up with Arlovski as he comes forward, pushing him into the fence again as the round expires
Arlovski lands a few short punches, but Nelson lands a wild left hook that stumbles the former UFC champ into the fence, and Nelson barrels forward and again pushes him into the fence. Arlovski separates from Nelson, pushes his head down lands a sharp knee to the face. Arlovski with a massive right cross and left roundhouse kick to the head rock Nelson, but Nelson gives no quarter. Arlovski swims to the Thai clinch a, and comes up with a two big knees and then unloads a massive flurry of punches. Nelson jabs, but Arlovski lands a battery of low kicks that stumble Nelson back into the fence. As Nelson steps forward, he's hit with a left cross and right uppercut, and then is melted with a massive right cross that drops him onto his face, forcing Jorge Ortiz to rescue him at 3:14 of the second round.