Boxing has the ability to make me feel like a fool quite regularly. It did so once again Saturday, as I watched the Paul Williams-Sergio Martinez middleweight battle from Atlantic City on HBO. As I watched Martinez, a junior middleweight titlist, ply his trade with technical excellence, with sometimes subtle brilliance, I flashed back to a conversation with HBO's Kery Davis this week. “2010 will be Paul Williams' breakout year, he'll be top five, top three pound for pound,” I said, as Davis nodded in assent.

Long Tall Paul didn't look like a top 50 pound for pounder when Martinez scored a knockdown in the first, after going down himself midway through the frame. His balance was iffy, and Martinez' counterpunching superiority threatened to make me feel like a mega fool regarding the “pound for pound” prouncement to Davis.  But Williams hung around, and kept plugging away. His aggressiveness and forward movement over-ruled Julie Lederman, who scored it 114-114, as Lynn Carter was more impressed, at 115-113, and Pierre Benoist even more so, as he saw Williams a  119-110 winner.

I'd argue that was waaay too wide  a margin, but Williams wasn't. He was handed a majority decision win in a stellar scrap that demands a rematch. LTP said he'd be happy to tangle with Martinez again afterwards.

We can all agree that Benoist will have to pay for a ticket to see the sequel, huh? “I say he's blind,” Jim Lampley said of Benoist. “It was a very close fight.”

Martinez told Kellerman he wasn't beat at the end of the round. Max said he thought Martinez won by a small margin, and asked the boxer what he thought of the Benoist card. “I thought it was a true error,” he said. “We should have a rematch,” he said, in closing.

Williams (from SC, living in Georgia; 37-1, with 27 KOs) was 157 pounds, while Martinez (from Argentina, living in CA; 44-1-2, with 22 KOs entering) was 159 pounds at the Friday weigh-in.

Williams came out on fire in the first. A left up top put down Martinez with 1:51 elapsed. It grazed the top of his head, for the record. He came back with a hard left, which buzzed LTP. A right hook sent Williams down at the very end of the first.

In the second, Williams was caught with a counter right. He was lunging, and was surprised by Martinez' arsenal and tools. The champ was dropping his hands, and was in a zone of ultra confidence.

LTP tried to dictate distance more in the third. A right hook stung Paul, twice, three times.

In the fourth, it got uglier. Tons of infighting, which benefitted Martinez. Williams telegraphed too much, but a straight left hurt Martinez, who held on the end the round. A bad cut appeared appeared on LTP's right lid. It opened from a butt.

In the fifth, Martinez' hands were at his knees. Was he gassed, or trying to lure LTP? The lefties traded at the 1:10 mark of a solid action scrap. Martinez tackled LTP, and they both fell to the canvas.

In round six, Williams pumped a jab more. Martinez slipped skillfully, but LTP was really making him work.  In the seventh, fatigue touched both men, as their accuracy suffered. In round eight, Williams dripped blood from his mouth. But he kept tossing. So did Martinez. He aimed a left to the body, and then let loose right hooks.

In the ninth, Martinez' movement was taking the round. Paul had trouble tracking him down, but then had more success late in the round. “This is the kind of fight your mother hopes you're never in,” Jim Lampley said. “Make your dad proud, though, Jim,” answered Max Kellerman.

In the 10th, Martinez perked up. His lefts stung the tall man, but not enough to make him stay away. Probably enough to take the round, however. In the 11th, Williams was the aggressor early. Martinez fell to his knees with a minute to go, but it was not a knockdown. He reached deep and flurried, and probably nabbed the session.

In the 12th, LTP ate a hard left. Martinez went down, a slip. Williams scored with both hands to the head. Both guys clinched several times, and were deserved of 24 hours of sleep. We'd go to the cards.

In the TV opener, Cris Arreola looked to get back on track after getting schooled two months ago by Vitali Klitschko. He met Brian Minto, and rocked the smaller man around the ring with clubbing rights in the first. Cris (263 pounds; from California; age 28) worked behind a jab, and then used that 47-pound weight differential smartly. He did eat a right cross at the end of the round, however. Minto (218 pounds; from Pennsylvania; age 34) showed a good beard, absorbing a counter left hook gracefully at the 1:30 mark. Minto had a slice over his right eye towards the end of the second, and his left eye puffed up as well. Both guys were headhunting through three. Cris sent Minto down in the fourth, with a clipping right. He got up, and looked to turn the tide. Arreola blasted him with about ten hard shots, and down went Minto again. He was up at nine, but looked blank and spent, and ref Eddie Cotton halted the scrap. Minto's face was disfigured, his left eye severely swollen, but he wanted to keep at it. Brave kid, earned his check big-time. Stat-wise, Arreola went 98-208, Minto 63-172.

Arreola (27-1) told Max Kellerman after that he took his hat off to Minto (34-3), who he called a “tough emeffer.”

“I'm still a top ten heavyweight, if not a top five,” Arreola said. He said he'd like to fight within three months. He sort of apologized for being heavy, saying that he likes to chow at night.

My take: great seeing Arreola back on the saddle a little more than two months after getting taken to the woodshed by Vitali. But it would've been even sweeter if he came in trimmer. I know, I know, he is what he is, he likes to eat, physiques don't make the fighter, etc etc. But he weighed 251 for Vitali, and vowed that he'd act more like a new age athlete, and not a competitive eater. You don't think trimming down, taking some inches off his waist would help his agility and stamina?

SPEEDBAG Lederman and Steward gave Williams the nod, Lampley and Merchant saw Martinez the win.

–Max ripped Benoist after, calling his card “disgraceful.” Usually he's hesitant to name names, realizing that scoring is objective, he said, but after Malignaggi-Diaz and Funeka-Guzman, he said he had no choice.

Come back for George Kimball's ringside report…