Date: March 22, 2002
Venue: MGM Grand Arena
City: Las Vegas, Nevada, USA
Preliminary card
- Welterweight bout: Sean Sherk vs. Jutaro Nakao
- Sherk wins by unanimous decision at 15:00. All three judges scored the bout 30–27 for Sherk.
- Lightweight bout: Matt Serra vs. Kelly Dullanty
- Serra wins by submission (triangle choke) at 2:58 of the first round.
- Heavyweight bout: Frank Mir vs. Pete Williams
- Mir wins by submission (Shoulder lock) at :46 of the first round.
Main card
- Light Heavyweight bout: Evan Tanner vs. Elvis Sinosic
- Tanner wins by TKO (doctor stoppage due to cut) at 2:06 of the first round.
- Middleweight bout: Matt Lindland vs. Pat Miletich
- Lindland wins by TKO (referee stoppage due to strikes) at 3:03 of the first round.
- Welterweight Championship Bout: Matt Hughes (c) vs. Hayato Sakurai
- Hughes wins by TKO (referee stoppage due to strikes) at 3:01 of the fourth round.
- Heavyweight bout: Pedro Rizzo vs. Andrei Arlovski
- Rizzo wins by KO at 1:45 of the third round.
- Heavyweight Championship Bout: Randy Couture (c) vs. Josh Barnett
- Barnett becomes the UFC Heavyweight Champion by TKO (referee stoppage due to strikes) at 4:32 of the second round. Afterwards Barnett would be stripped of the UFC Heavyweight title when he tested positive for steroids during a mandatory post-fight drug test.
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