In the main event, Frank Mir was set to rematch Antonio Rodrigo Nogueira, but the latter had to pull out of the fight. The legendary Nogueira was replaced by another legend, Mirko Filipovic, whom Mir knocked out in the final minute of the fight.
The co-main event saw Ryan Bader beat Antonio Rogerio Nogueira by decision. Although no titles were on the line, the card featured several other notable names like Chris Lytle edging out a decision over Matt Serra, Melvin Guillard beating Jeremy Stephens, and former Lightweight champion Sean Sherk picking up the final victory of his career over Evan Dunham.
Opening up the card was a heavyweight bout that saw Sean McCorkle welcome the debuting Mark Hunt to the Octagon. McCorkle submitted Hunt in a minute, extending Hunt’s losing streak at the time to six.