Matt Hughes has won 18 of 19 fights over the last 5{ years. And the UFC welterweight champion is not one short on confidence or self-belief.

But Hughes has not watched tape of his loss to B.J. Penn in January 2004 at UFC 46: Supernatural, the lone blemish on his mixed martial arts record during that stretch.

``I have not actually (watched it), but I know what happened,'' Hughes said succinctly in an interview. ``I made a few mistakes and B.J. capitalized on them.''

Penn, in his first fight as a 170-pounder after fighting at 155, choked Hughes out in the first round. To rub salt in the wound, Penn then kissed a dazed Hughes on the head and started celebrating.

The two get it on again Saturday night at the Arrowhead Pond in Anaheim, Calif., (available in Canada on pay-per-view) in UFC 63: Hughes vs. Penn.

The title shot was supposed to go to Montreal's Georges St. Pierre. But the No. 1 contender, who beat Penn by decision in March, was sidelined by a groin injury during training.

Penn's time as UFC champion was short. He was stripped of the title after seeking to fight elsewhere and Hughes regained the belt and kept winning.

Now Hughes (41-4-0) has a chance to settle a score with Penn (10-3-1) in what promises to be an intriguing showdown between two dangerous fighters.

``B.J. Penn's looking to prove that it wasn't a fluke that he beat Hughes and Hughes is looking to prove that it was,'' UFC president Dana White said.

Hughes was a huge favourite the first time out, with some saying he took Penn lightly. The result was shocking as Hughes found himself on his back and unable to escape. He eventually gave up his back to Penn who choked him out.

Hughes, 32, has made a living slamming his opponents into the canvas and pounding them. A former all-American wrestler at Eastern Illinois University, he is a master at controlling downed fighters in the cage. And if they make a mistake, he can end it via submission.

Penn, 27, is known as The Prodigy for the speed in which he achieved his jiu-jitsu black belt. He is a good striker who is slippery on the ground with a bag full of submissions. He is cool as a cucumber inside the ring where nothing seems to faze him.

He is also cocky, insisting he defeated St. Pierre earlier this year.

``Not taking anything away from him but he spent the night in the hospital, I spent mine at the bar,'' Penn said in an interview.

It's a long way from Hillsboro, Ill., to Hilo, Hawaii, and Hughes and Penn are worlds apart when it comes to personality.

Hughes is a UFC company man. Penn sued it for stripping his title.

Hughes (41-4-0) makes his home in Hillsboro, population 4,500, and enters the ring to Country Boy Can Survive by Hank Williams Jr. (contrast that with Vernon White's choice of Smack My Bitch Up by Prodigy or Joe Riggs' selection of Blunt Force Trauma by Damage Plan at UFC 49: Unfinished Business). Projects outside the Octagon include restoring cars (a 1969 Camaro convertible is the current project _ previous restorations with twin brother Mark have included a '70 Chevelle, and '72 and '82 Chevy pickups).

Hughes, who ``surrendered his life to Jesus'' in 2004 between the Penn loss and regaining his title according to his official website, is a no-nonsense star.

He doesn't make as much as light-heavyweight champion Chuck Liddell and doesn't much care.

``I'm more of a common person, which I'm glad,'' Hughes says. ``I don't need any type of recognition to make my day go by any better. . . . I don't like being recognized as much as I am now.''

Hughes made US $110,000 for demolishing aging legend Royce Gracie at UFC 60 _ Liddell made $250,000 for knocking out Renato (Babalu) Sobral at UFC 62.

``I'm not a greedy person,'' Hughes said. ``I'm very happy with the amount of money I get. The UFC treats me great. No complaints whatsoever.''

Hughes, however, has some thoughts on Penn. He acknowledges he doesn't know the Hawaiian that well and respects him as a fighter. But that's as good as it gets.

``I think he runs his mouth a little bit too much,'' Hughes said.

And what about the loss to Penn?

``Bottom line, he was the better man that day,'' Hughes said. ``I think I've improved since then, I would probably say he has too. But I think I've improved more than he has.''

St. Pierre can look forward to facing the winner of Saturday's fight. Penn says that will be him.

``I know I can beat him (Hughes). I did it already,'' Penn says.

Observers are split. While Hughes looked good in dispatching Gracie, St. Pierre held his own with the champ at UFC 50: The War of 04 before making a mistake and being submitted.

Some wonder whether if the challengers are catching up with Hughes, long considered the best pound-for-pound fighter in the UFC.

``Penn has a very good chance of beating him,'' said Carlos Newton of Newmarket, Ont., who lost his welterweight title and two fights to Hughes.

Newton says Penn may be able to defend Hughes' takedown attempts and, in the process, put the champion on his back.

But Newton says Penn has to stick to his own strategy.

``I think that's one of B.J.'s weaknesses is he sometimes ends up fighting his opponent's fight. `OK, if that's what you want to do, I'll do it.'''

Mike (Quick) Swick, who fights Montreal middleweight David (The Crow) Loiseau on the undercard, says the fight may turn on the first mistake.

``But I think that's a match where both fighters could walk away with the belt,'' said Swick.