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UFC 63: Hughes vs. Penn 2 was a mixed martial arts (MMA) event held by the Ultimate Fighting Championship on September 23, 2006. The event took place at the Arrowhead Pond in Anaheim, California, and was broadcast live on pay-per-view (PPV) in the United States and Canada.

The event, originally subtitled "Hughes vs. St-Pierre," was scheduled to feature a UFC Welterweight Title match between champion Matt Hughes and Georges St-Pierre. Nevertheless, a groin injury—which was reported early in August, forced St-Pierre off the card. At first, St-Pierre sought a physiotherapist, hoping the injury would heal on its own during training; however, it was later announced that St-Pierre would indeed withdraw from his long-awaited title shot. Taking his place was former UFC Welterweight Champion, B.J. Penn, who defeated Hughes in a championship fight in 2004, and was beaten by St-Pierre at UFC 58. In fact, the Penn loss was Hughes' only defeat in his last twenty fights.

In the bout, Penn controlled the first two rounds but sustained a rib injury during the scramble to take Hughes's back in round two. He was visibly different in the third round, appearing exhausted and missing punches he was landing earlier. Hughes was able to take Penn to the mat, and in side-control crucifix position rained punches on Penn's head until referee "Big" John McCarthy stopped the fight at 3:53 of the third round. In the process, Hughes became the first man to stop Penn in a fight. Both fighters were awarded the Fight of the Night bonus. In an interview on Penn's personal website, Penn stated that by round three he could hardly breathe and had no "mobility in his core". Despite the injury, Penn congratulated Hughes, calling him a great fighter and saying he deserved the victory.

Georges St-Pierre stepped into the ring to promote his upcoming title fight against Hughes, stating that he was glad that Hughes won his fight, but that he was "not impressed" by Hughes's performance. According to both commentator Joe Rogan and Hughes's own autobiography, Hughes was unhappy with St-Pierre's statement. Hughes said that they "had words" off-camera shortly thereafter. St-Pierre apologized, saying he had misunderstood something Hughes had said on the microphone and did not mean to offend him.

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