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CBS ELITEXC MEDIA CONFERENCE

May 15, 2008

Crowd-pleasing EliteXC middleweight champion Robbie Lawler of St. Louis defends against exciting, hard-hitting Scott Smith of Sacramento, Calif., and fast-talking, colorful, controversial Phil Baroni of Long Island, N.Y., meets determined, dedicated, world-class Joey Villasenor of Albuquerque, N.M. in a 185-pound scrap in two of the five fights on the inaugural "CBS ELITEXC SATURDAY NIGHT FIGHTS" on Saturday, May 31 (9-11 p.m. ET/PT) on the CBS Television.
The first-ever mixed martial event in primetime on network television will be presented by Los Angeles-based Pro Elite, Inc.'s live fight division, EliteXC, led by Gary Shaw, and emanate from the Prudential Center in Newark, N.J.
Kimbo Slice, of Perrine, Fla., will face England's James "Colossus'' Thompson in the main event on CBS. Other televised fights: Brett Rogers of Minneapolis takes on Jon Murphy of Philadelphia in a heavyweight match and Gina Carano of Las Vegas will face Kaitlin Young of Circle Pines, Minn., in a women's bout at 140 pounds.
Tickets for the live event start at $25 and are available at Ticketmaster locations, by phone (201) 507-8900, online at www.ticketmaster.com and at the Prudential Center box office (973) 757-6625. Doors open at 5:30 p.m. ET. The first live fight is at 6:30.
GARY SHAW: Thank you everyone for attending this conference call. We are so excited to be working with CBS on this first-time ever, all you need is a screen, rabbit ears and a plug, and you get it for free, f-r-e-e.
So it's really exciting, May 31st, 9:00 p.m., live on prime time.
The card is an excellent card. Action-packed. Very, very excited to present it, as it's going to be a great in-arena experience, as well as it will be a great television programming for CBS and ELITEXC as partners.
Today Scott is on the phone and I'm going to ask him to make some opening comments first. Scott.

SCOTT SMITH: Yeah. I'm real, real excited to be on this card. You know, the biggest thing about this card is every time I talk to people that watch an MMA fight for the first time, they get hooked instantly.
And people just don't always want to buy it on pay per view. And this is going to be on free television. We're going to get millions of people watching this that may have never watched MMA before. They're just going to get hooked. I think every time it's on CBS it will get bigger. It's a stacked card, going to be exciting. Get a lot of new fans and I'm honored to be a part of it.
GARY SHAW: Thank you very much, Scott. I just want to again tell everyone that's on this call that on the 19th of May at the CBS lot -- and Mitch will take you a little deeper on this -- but we're having a West Coast press conference demonstration. I'll let everybody know what it's all about.
Those that are on the West Coast, we'd love for you to be there live and attend it with us.
Let's start with the questions.

Q. Scott, can you tell us about your preparation for the Lawler fight?
SCOTT SMITH: My preparation for this fight, I always bounce around a lot when I train. I've been up in Big Bear with Tito Ortiz. Gone up there a couple times for a couple weeks at a time. Sticking with my same Muyti coach in San Francisco, which is actually about an hour, 45-minute drive for me, which I'm back on the way from now. I pulled over to talk. I go there two to three days a week. It's well worth the driver and working with my Ju Jitsu instructor. Me and James Irvin, a fellow fighter, have our own gym in our own hometown to get the training for this fight. I bounce around a lot. So that's what I'm doing.

Q. I guess Tito is helping you out with some of that wrestling, huh?
SCOTT SMITH: Yeah, Tito is helping me out with the wrestling. And I'm helping him with the stand-up. We're both fighting a left-handed fighter. His fight coming up is a southpaw, and Robbie Lawler is a southpaw. Both have the same training regiment. So it works out.

Q. Scott, tell us about how you think you two match up? Because we know you're probably going to want to keep this standing. He keeps some of his fights standing, and I think he has a little bit more of a formal wrestling background. How do you see this whole fight breaking down between the two of you?
SCOTT SMITH: I see this fight as a stand-up fight. I think if he gets in trouble he'll take the fight to the ground. Not enough people give me credit for my wrestling background. I took fourth in state in junior college in California, which is a pretty good accomplishment. I've been doing Brazilian Ju Jitsu a lot longer than Muyti. I haven't been able to show that in my fights as much. If this fight does go to the ground, which I believe I will get him stunned, get him rocked, and I see him trying to take the fight to the ground.
But I think we both want to go out there and put on a show like we always do. I see this fight staying on its feet and somebody getting knocked out.

Q. You also fought in the last several months a little more frequently than he has, fights back in February and December. He's been on the shelf a little bit more. Even though he had some really good wins in 2007, do you think that there may be a little ring rust on his part?
SCOTT SMITH: I definitely believe in the ring rust. I think I have the advantage there. Every three to four months, if I'm fighting every three to four months it's great for me. I don't get a chance to get out of shape. I've gone six, eight months without fighting. And it feels like a first fight sometimes. So that's a definite advantage for me.

Q. Do you want to make a prediction for this fight?
SCOTT SMITH: Make a prediction for this fight. I will win this fight by knockout. And I have no secrets about my game. Not only would I be willing to give my opponents my fight film, but they can come in and film me practice. There's no secrets about my game.

Q. How are the hands of steel feeling okay today?
SCOTT SMITH: Yeah, hands of steel are feeling great, thanks.

Q. When you got into MMA, did you think you would be fighting prime time on CBS?
SCOTT SMITH: Never. Never. I got into an MMA because I was a fan of it. I wanted to do it a couple of times. I did it a couple of times, seven, eight, nine, 10 times. I just kept winning, kept going good. This is an absolute dream come true.
Every time I fight I have some big accomplishments in my career. And they just keep getting bigger and bigger opportunities for me. And I don't see a bigger opportunity than this right here. Fighting for a belt on network television, it's just a dream come true.

Q. Are you feeling like you're getting closer to a point in your career where you're comfortable vertical, horizontal? I know you talked about your wrestling background. Do you think you're fifty/fifty now or are you leaning one way or the other?
SCOTT SMITH: I still prefer to stand up and fight. But I can honestly say in the last two years I have definitely -- I've been doing just enough wrestling and Ju Jitsu to get by. The last two months preparing for this fight I'm actually for the first time in a couple of years having fun with it.
I look forward to my private instruction with my Ju Jitsu instructor and my wrestling coach. And that's great. I was kind of getting myself worried there that maybe I should be a boxer, Muyti fighter. But I'm having a lot of fun with my ground game now. So I'm improving every day.

Q. Do you think a quick fight favors you?
SCOTT SMITH: Quick fight? I think a quick fight favors both of us. I think a fight that goes the distance definitely favors him.

Q. You do?
SCOTT SMITH: Yeah. I'm not going out there to try to outpoint him. I'm going out there to try to finish the fight. Every combo I throw is going to try to finish the fight.
And eventually either I'm going to land a big one or he's going to land a big one. If it goes the distance, he would outpoint me and I would be disappointed. I'd probably never want to fight again if this fight went the distance.

Q. I'm going to ask this question anyway, although your other answers don't really predicate it. With this huge platform that you're going to be on, a lot of new eyes, are you feeling any pressure actually to keep it standing?
SCOTT SMITH: I don't feel the pressure, because I'm the challenger. I'm the underdog. I'm the one with nothing to lose. I think if anything Lawler would be the one feeling the pressure. Kind of an ego thing.
Like I said, I assume people aren't going to stand with me. I'm going out there wanting to stand. If he stands with me, that's great. But I don't feel the pressure to have to keep it on the feet. I'm not stupid, if I get rocked, I have no problem trying to take the guy down.

Q. Gary, mixed martial arts we're talking about here, but I remember back in a conference call I think it was a couple months ago you had mentioned that you'd like to put boxing gloves on Kimbo. Any development on that line of news?
GARY SHAW: Not right now. Concentrating on keeping Kimbo in the cage, building him to superstar status, which I believe he's at. And we're happy where we are with him in his career. And this is more than a spectacular opportunity, as Scott said, even for Kimbo to be in front of a potential audience of 100 million plus eyeballs. So for right now Kimbo is staying in the cage.

Q. Do you think he'll ever be in the boxing rink?
GARY SHAW: Good question. If you said to me would I like him to be in a boxing rink some day, yes, I think he's a potential heavy weight champion of the world, absolutely. But right now we're focusing strictly on his MMA career with Boss and Randy Cutami, and proving all the critics out there who say he's not really a great fighter.
Well, we invite all those critics come into the cage and we'll prove that he is a great fighter.

Q. Scott, you're facing Robbie Lawler, who I think is one of the few people in ELITEXC who is actually ranked on a lot of the sites on the Internet. What would a win versus Lawler mean to you?
SCOTT SMITH: This would be huge. This would put me right where I want to be. I've been so many times knocking on the door to the Top 10, then I lose a big fight. Winning a big fight like this would put me right back there.
And I think, what Lawler's ranked four or five in the world, something like that. And another thing on that note if you gave me a list of the top 20 185-pounders in the world I would hand pick Robbie Lawler. So this is a huge opportunity for me.

Q. What does it mean to be on national television doing this, to be able to show your skills to a national audience?
SCOTT SMITH: Like I said, it's a dream come true. Everybody and their mom is going to be watching this. I have family in Oklahoma that didn't even know I fought. They're all throwing huge parties to watch this.
Even I can afford to watch CBS. You don't have to buy it on pay per view. I love it.

Q. My next question is to Gary. Couple of the listeners were actually wondering about the comments that Butterbean had made about Kimbo. Do you foresee that Kimbo will be facing Butterbean in the near future?
GARY SHAW: Anything is possible. Right now, no, I don't have Butterbean on the radar for Kimbo. Trying to get him in with more MMA fighters and bigger-time fighters.
But there may be a time that we'll let Kimbo knock Butterbean out. I've spoken to Butterbean personally. Remember, when Butterbean goes down it's with a thud.

Q. Scott, I wanted to ask you, I mean you've gone over this a little bit but we all know, both of you guys hit really, really hard. So deep down, in your mind, who do you think hits harder between the two of you and based on that, how confident are you standing with him and do you think that you'll get the knockout and do you think your chin can take one of his punches and vice versa?
SCOTT SMITH: Yes, I do believe Lawler will be one of the hardest hitting opponents I've faced. But I definitely will be the hardest hitting opponent he's faced. I've faced guys that hit real hard. Pete hits hard. Jim Irvin hits like a truck. I guarantee he's never fought anybody that hits as hard as me. People don't realize that until they fight or spar with me. I think that's how it's going to find out when he finally gets hit. He's going to buy all the hype after all that. Yes, I definitely see me winning this fight by knockout.

Q. You talked about not worrying about the scorecards or anything. Is this kind of a new thing for you as far as your approach to fighting, just going out there and winning it, is it just because it's a big stage or is that how you've always approached your fights?
SCOTT SMITH: That's how I approach my fights. I went the distance one time with Patrick Coutour. It made me sick to my stomach. Even if I would have pulled off a bout decision, he definitely won that fight. If they would have given me the decision, it would have made me sick, too. I don't like having those fights where you go out there to not lose. I want to go out there to win the fight.

Q. Why are you so committed and intent on winning by knockout? Why are you so turned off by decision?
SCOTT SMITH: Because, number one, I'm the underdog in this fight. And, number two, I have the power advantage in this fight. And like I said, if I land a clean shot I can knock anybody out. I don't care if it's 185, 205 or heavy weights. And I'm improving on my speed every day. I'm improving on my technique, and I land those shots. I'm going to knock those people out.

Q. Do you feel you should be the underdog in this fight?
SCOTT SMITH: Definitely. I should be the underdog. He's the champion, he's won the bigger fights.

Q. Gary, all the eyes seem to be on the big names right now. But could you tell us a little bit maybe about any names on the undercard that we should watch for, as part of a huge successful promotion as you know getting that, cultivated new talent, curious if there's anybody we want to watch in this particular fight?
GARY SHAW: I would think you would want to watch our entire card. One thing I pride ELITEXC in what we do is on the fights and fighters that we present, I'm very proud. We've had very few mismatches. We've had very few boring fights. Fighters that fight for us before we sign them we let them know they've got to fight. We're not interested in having them, we're not interested in having a love fest.
GARY SHAW: This is Gerard Shaw, match maker for ELITEXC. Want to keep your eyes on Nick Sara, Matt Sara's brother. Making a comeback, veteran, fighting at 170, against another good prospect we have out of Philadelphia, named Matt McCowsky. That's going to be an interesting fight. You'll want to keep your eyes out for Carlton Haslerig, a heavy weight. If anybody that's a NFL fan should ring a bell, he's a former Pro Bowl offensive lineman for Steelers and Jets. And he's now 1-0 mixed martial arts career, looking to go to 2-0. Now at ELITEXC. Carlton, also for all that don't know, was a very, very accomplished all-American collegiate wrestler. He actually also defeated Curt Angle.
Very interested to see Carlton in the cage. And obviously we're all very excited at ELITEXC about Wilson Hayes, who we feel at 140 pounds is one of the top fighters in the world.
GARY SHAW: I thank Gerard for giving the dissertation. I'm proud of him for what he said. But what it boils down to is it's almost our entire undercard. And, truthfully, I'm trying to figure out a new way not to define undercards versus TV, because these are all going to be the future TV stars.
And I really believe that the in-arena experience and TV experience of watching all these young fighters will excite you.
I think you'll see that we try our hardest to give all of you something to be proud of in the MMA world. We're trying to build MMA as a sport, not just ELITEXC as a brand, because if we don't build MMA as a sport, then the brand will not last. So I'm glad Gerard gave you a little rundown; but believe me, as far as Scott goes, not because he's on the call, he wouldn't be challenging for a belt if we didn't think he was a worthwhile challenger, and we wouldn't put him on if we didn't think he was one of the most exciting fighters in the world.
I want to address one other thing because somebody asked a question about ratings. I think all the ratings are flawed. I've gone on record as saying that. They're basically ratings of the UFC fighters, and I believe the UFC has some very, very fine fighters and has put on some fine fights. I believe ELITEXC has some fine fighters and we've put on some great fights.
So the rankings aren't really what they should be, because until the UFC is willing to put their fighters up against our fighters, then the rankings will always be flawed. But there are visionaries out there like Jay Larkin from the IFL and Scott Cocker from Strike Force that see the benefit to the world of MMA, television and all the fans of these organizations fighting one another.
So until that time happens, I don't go by any rankings. I think Scott is one of the finest fighters in the world, as is Robbie Lawler.

Q. Gary, I don't guess there's been boxing and prime time on network television for over 20 years. And CBS is doing that, or this event. You've promoted boxing. You're doing this. What does that say vis-a-vis where the two sports are going?
GARY SHAW: It says that boxing continually kills itself from having the opportunity by only featuring old fighters, boring fights, where MMA has all these young Scott-type fighters that light it up, that fans want to see.
Fans of MMA are more rabid than boxing fans. MMA is a lifestyle. It's a lifestyle. And MMA -- and boxing does not, a loss in boxing is close to catastrophic, and in MMA it's not.
So therefore MMA is a very fast-paced sport, that although a lot of people who haven't seen it aren't sure or don't like it, once they get in the arena and I think Scott alluded to that before, it becomes very addictive Bernard.
And there is a huge difference. And in the beginning I wasn't sure I liked it myself. But I can tell you now that I love it. I find it so exciting. It's just fast. It's great. The talent level is deep. And I think that's the major difference. That's why this is going on CBS.
I think this is the single biggest thing that will ever happen to mixed martial arts and boxing cannot get on a network.

Q. You had mentioned just a little while ago that you've got UFC, you've got ELITEXC, IFL. The Larkins Group, all these different organizations and they're not all on the same page. You've been through this on the boxing end with people getting stripped, the WBA, the WB, the IBF. How much can mixed martial arts learn from those mistakes and try and fix it?
GARY SHAW: Hopefully -- that's a great question, Bernard. Hopefully they can learn. If they cooperate, it will be much better for everyone. And if they don't let the sanctioning bodies rule the sport, but unless the -- see, the differentiator is in the UFC nobody can be bigger than they know why or the UFC. In ELITEXC everyone can be bigger than Gary Shaw, not in waist line, but in notoriety. Bigger than our brand. It's supposed to be about our athletes. Until we can get the UFC and other organizations to cooperate and let the fighters fight one another. We let Nick Diaz go and fight Gomie when there was pride and he wound up beating Gomie and really made a bigger name for himself.
If there's a big fight out there for Scott, I'd let Scott go and fight for someone else. I think those are the opportunities. That's what can be learned. If we don't learn about it in MMA the sport will die on the vine just like boxing. It will be there but it won't be what it can be. Right now mixed martial arts has the single best opportunity in the history of the sport by having all these eyeballs on CBS.

Q. Scott, how surprised were you that your second fight in ELITEXC is now for a title?
SCOTT SMITH: I was pretty surprised, but I was honored at the same time. I didn't think I was many fights away from being in a title fight. And ELITEXC, you know ELITEXC has -- not only 185 pounds but every one of them is good. So I knew I was only a couple wins away. I didn't think it would be one win away but Kyle was a top contender and I took him out that puts me right there.
Another I think top contender is Joe Villasenor, but Lawler has actually beaten him. So I think it makes sense for me to fight Lawler first.

Q. Aside from that, how strange does it feel to be fighting for a title fight and having I guess not being the main event, if you will, for the 31st?
SCOTT SMITH: I get a lot of questions on that. They actually asked me that on KCAL news on TV, asked if I was offended by that. You know what, Kimbo Slice is a huge name. He's an upcoming fighter, great fighter. I'm honored to be on the same card as him.
I would much rather fight for a title and fight the second to last fight than be the main event and not have him on the card. The fact that he's on the card is going to have millions of more people view in. So if people viewed in to watch him they're going to watch me and that's great for me. So I'm honored to be on the card with Kimbo.

Q. Gary, in regards to a report that has been filed on mediatakeout.com stating that Mike Tyson has agreed to a fight with Kimbo Slice. I don't know if you can comment on that.
GARY SHAW: First, I want to comment on what Scott just said. He is now going to be my assistant promoter. He's better than I am. But what he said happens to be 110 percent correct.
I have the media report about Mike. I have had no discussions with Mike or anybody surrounding Mike. I know Mike. Yes, I would make that fight in a heartbeat.

Q. Scott, can you talk about your personal transition from UFC to ELITEXC, how did that all come about?
SCOTT SMITH: It was kind of a mutual thing, but bottom line they ended up letting me go. I was coming off two losses. They basically told me to go get a couple of wins before I came back and fought. I can't stick around and wait. I've got a mortgage and kids. ELITEXC had the door wide open for me. And UFC let me go at the same time.
So it actually worked out great for me. At first I was a little nervous. But now with the way ELITEXC is going, I'm just thrilled to death they let me go.

Q. This was during the Ultimate Fighter contract that you signed on the show, right?
SCOTT SMITH: Yes, I still have three fights left with UFC and they let me go after that.

Q. Gary, how many minutes is the female bouts, the rounds going to be, three minutes or do they do five in New Jersey?
GARY SHAW: Three.

Q. And also how is the arena set up? How many seats are you set up for, maximum?
GARY SHAW: Well, we're still working on it, because of all the CBS television kills that we have to do. But we'll probably be set for somewheres around 12,000.
We can expand on that. And from what Scott just told you about being let go from UFC. Scott, you remember to tell Tito my door is open.
SCOTT SMITH: I think he knows that.
GARY SHAW: I happen to be a huge fan of his on a personal level. But, Loretta, it's what I said before. No organization has the best fight, fighters or puts on the best fights. It's all around. And I'll take all the Scotts in the world every day. They can walk in and there will be a contract. And I'm sure Scott can speak for himself, but we treat every fighter, whether it's their first fight with us or eighth fight, whatever it is, we treat them all like champions.
SCOTT SMITH: That's very true.

Q. Gary, Kimbo takes -- there's a lot of criticism towards Kimbo sometimes that he's getting his big shot on CBS but he's only got a couple of MMA fights. Can you address that?
GARY SHAW: Sure. I'm doing a big HBO show this Saturday out of Nevada. And it's called Rising Stars and it's three kids that are some of the best fighters in the world and one of them has only had nine fights.
So I don't think the number of fights determines how good a fighter is or whether that fighter could be a star or superstar. I think there's a lot of jealousy in this sport. People are jealous of Gina Carano. I said I was going to make her the face of women's MMA and we delivered on that.
I knew Kimbo Slice could be a superstar. I believe if Scott does what he's capable of, and it's nothing against Robbie, because I'm a huge Robbie Lawler fan, but Scott can be a huge star because of his personality, the way he speaks, the punching power.
For those that say things about Kimbo to me are haters, because what they should be doing, they should be cheerleading him to lead the way and open more doors. I don't think MMA has had as much excitement the last few years as Kimbo is now bringing to the table.
And let me remind everyone on this call. Mike Tyson, nobody cared who Mike fought. If you asked someone what are you doing Saturday night, they say I'm going to see Tyson. They didn't say Tyson versus anybody. If he beat up on somebody that wasn't as good as him, people say he's the baddest man on the planet. And some of the questions on this call are about an aging Tyson who got knocked out in his last fight. But it's still the aura of Tyson.
That's what Kimbo Slice brings. I'm proud to promote him and proud to know him. I'm proud to call him a friend. And I think that everybody should be cheerleading him because Kimbo is a reason, not the only reason, but a reason that CBS really looked up, and you know the logo of CBS, that eye, and they put that eye right on Kimbo Slice. So that's my -- I hope that answers it.

Q. Absolutely. It's not Kimbo's fault that he's very popular. He's just maximizing his popularity right now.
GARY SHAW: I wouldn't even say he's maximizing, because truthfully he's in awe of what's happening to him. Those that have met him and talk to him will realize that he's in awe. He doesn't walk around like he's some big kick-ass star or disses people or whatever. It's the complete opposite. He's quiet and nice and he's a special type of person.
It's just that he's in the right place at the right time. He had a huge YouTube Internet following with over 10 million unique hits. So, amen. Give the man credit. He didn't just -- he didn't just, like I say, he didn't go to sleep one night, wake up on third base and thought he hit a triple. Not so.

Q. You opened the Ortiz Pandora's box, what is it about him that you like and again makes you interested in signing him if he's a free agent?
GARY SHAW: Because of all my years in the fight game, I know one thing that I could see, touch, smell and feel a star and a superstar. And every time I see Tito Ortiz he wreaks of stardom. I think his days in the UFC, I think I can even better that.
I think I can reincarnate Tito, he's a talented fighter and he has all the mechanisms that you need to make someone a superstar.
Can you imagine one day Tito Ortiz and Kimbo in the cage together. But my door is open. I hope the day that he's able to negotiate, because I would never interfere with a contract. I hope he's sitting right next to me, not across from my desk but right with me.
PHIL BARONI: This interferes with my workout to listen to this bullshit interview thing. What am I doing? I have no idea. What do you want? I'm sick of asking questions. It's time to fight. I got my fucking mouthpiece in right now. Smokin' Joe owes me a knockout. It's the hottest thing in California, get back home and bust this kid up.
Really, what is the question? All the question I got is for Loretta, and what are you wearing baby? That's about it.
GARY SHAW: Would you fight the winner of Scott and Lawler?
PHIL BARONI: Yeah. That's the plan, isn't it? To beat the champion. And I was just listening to Scott. He said he can knockout anyone, hits anyone. I don't get knocked out. He won't knock me out. So that's a fight. If he wins, you know, I'll be there in the center of the ring. We can go toe to toe and trade. I don't lose those fights.
I'll be watching that fight after I put Smokin' Joe on ice.

Q. Joe, what are your comments on what Baroni just said?
JOEY VILLASENOR: Come on, this is the Phil the mouth. Phil hands down is going to beat me in a words war, but he's definitely gotta deal with a lot of heart. I know I'm going into enemy territory, which totally gets me pumped. I know he's going to have some family members there, and I mean I'm excited, man. I'm actually shaking in my pants right now. I'm a little nervous right now, and Phil's got quite the mouth, and I ain't going to talk much. I respect Phil. I respect the power. But he says he doesn't get knocked out. We'll just have to test that out.

Q. He said he was going to ice you, Joe.
JOEY VILLASENOR: (Laughing) that's a good one. He's going to ice me. He's going to -- I don't care what he says. We know Phil. He said he's going to do this and that all the time. But he's got to come through. I didn't say I'm going to do this or that I'm going go out there and perform my best and we'll see what happens in the end.
PHIL BARONI: You are going to get knocked out, kid, your best isn't going to be big enough. The bottom line, this is my coming home party, coming out party and you're the victim.
JOEY VILLASENOR: Your coming out party, Phil? You've been out for a while. You've been exposed for a while. I'll just have to show everybody on national television and expose you, expose you at home, expose you in front of everybody. And I'm excited to get the opportunity.
And, hey, man, I respect you. I respect the power you've got. But it's coming. It's coming, you know it's coming. I don't need to talk trash, you know what's coming. That's all there is to it.
PHIL BARONI: I ain't talking trash. I'm stating the facts, dude. I'm going to smash you and you'll get hurt real bad. Be ready. Try your best. Try your best. Your best ain't going to be good enough and we'll send you back to Nashville.
JOEY VILLASENOR: You're getting me even more excited for this. I'm pumped. I guess this is just what I needed is for somebody to ever talk trash to me. This is the first time in 30 fights that I've had somebody treat me this way. Hey, thanks for the motivation.
PHIL BARONI: You're welcome, buddy.

Q. Phil, I wanted to know if you're at all thinking about a rematch with Frank Shamrock at any time given his broken arm?
PHIL BARONI: Of course. I think about it every day. A day doesn't go past. Everyone watched the Connelly fight saying, wow, Connelly is this, is that. Wow, Shamrock should have had him. His own game. I was watching the fight thinking. I can't believe I lost to this bum. I can't believe that this guy got a W over me, you know what I mean.
And it is what it is. And I'm going to - Joe Villasenor still owes me a knockout. Going to pay for that loss. When Frank gets better, he's next. Yeah, of course. That's a fight I never should have lost. I fought the guy with a torn adductor muscle. The same thing Rob did when he quit against -- that's a fight I want back. But I'm focused on Smokin' Joe, big mouth Smokin' Joe. I'm focused on him and shutting his mouth.

Q. How is your ground game there, NYBA?
PHIL BARONI: It fucking blows and it ain't going to the ground. And who cares about the ground game. Smokin' Joe tries to stand and trade, big punch, you saw his last fight. He likes to bang. So this is going to be a great fight. That's why it's on CBS.
Going to be two guys get in there and throw down for another exciting fight. And Joe is not going to leave until he's carried out on a stretcher. My ground game doesn't give a difference, who cares about a ground game anyway, nobody wants to watch that shit.

Q. Do you have a rebuttal to that, Joey?
JOEY VILLASENOR: I think he's right. His ground game does suck. I'm sure that's what he wants, for us to bang it out where he has an opportunity win. I hope he doesn't go down form shock because I'll have to have to choke him out like Shamrock did.
PHIL BARONI: Yeah, hopefully. Hopefully.

Q. I'm assuming there will be a seven-second delay during these interviews.
PHIL BARONI: Joe can't take me now. Joe can't wrestle and Joe can't take me down. So it's not going to the ground.

Q. Gary, are we going to have a seven-second delay on Baroni there?
GARY SHAW: Baroni will be a 30-minute delay.
THE MODERATOR: Let's get some opening comments from Robbie and then we'll get direct questions. You're on with Phil Baroni and Joe Villasenor. What are your thoughts on the upcoming fight with title defense against Scott Smith fighting on CBS.
ROBBIE LAWLER: I'm just working hard and trying to stay healthy and that's about it.

Q. Joe, Phil's punching power is pretty well known, you obviously know that. But as far as technique standing with him do you think you have the advantage as far as just overall technique you cannot strike him from that angle?
JOEY VILLASENOR: I think my overall game is improving daily. And I got power with movement and I mean got a nice game time from Phil. It's about executing. Overall we all know that's Phil's got stand-up power but I'm going to try to expose with my movement. So I mean it's just all about executing.
PHIL BARONI: Basically to sum it up he's going to run. Okay. I'll bring my track shoes and I'm going to chase you. That's basically what he just said. He's going to run. And doesn't matter, because in the cage you can run but you can't hide. I'm going to find you and I'm going to hit and everyone's going to think about you.
JOEY VILLASENOR: You're going to make me pay for your last two losses, right, Phil?
PHIL BARONI: Uh-huh.

Q. Joe, you had a loss a while ago to Marillo, a while since that. How do you feel right now as far as where your career is headed, do you think you're back on track and back to where you need to be to get a title shot?
JOEY VILLASENOR: Of course. I think I've been doing the right things. Ninja and Lawler fight, something that I've definitely needed in my career, some humps to get over with, some things to look at on film and correct and executing the right training methods for me, and additionally so those fights were definitely -- there were losses but there were things I needed to happen in my career to move forward.
I'm excited for my future and for what's happening with the sport and I think I'm right on track.

Q. Do you have any response to Phil talking about how basically you're just going to end up running around the cage to stay away from him?
JOEY VILLASENOR: No, not really. We all know that Phil's getting me tangled into his came right now. This is where Phil wins every fight right here. Phil wins every vocal fight. I can't -- yeah, he's getting me a little pumped up and a little pissed off, but I'm not going to fall into that game. I'm just going to let Phil talk and I'm just going to execute game plans and then we'll just see what he's saying afterwards.
PHIL BARONI: The game plan is to run, Joe, good game plan, run, try to survive. Game plan. A lot of guys tried that game plan against me on the ground. Get me on the ground. That's what nobody cares about Smokin' Joe. Run, get the guy on the ground. No one wants to watch that shit. Just think about this. I'm bigger, I'm stronger. I'm faster. I'm a better athlete on you. In fact, I'm the biggest, strongest, fastest best athlete in the division. Remember that. I'm going to catch you. I'm going to catch you and hurt you. When I'm ripe I hurt people. I'm ripe for the fight. I've got my fucking mouthpiece in my mouth right now. Ready to go. Bust you up
JOEY VILLASENOR: Put that fucking mouthpiece in deeper, please.
PHIL BARONI: No.

Q. Is the winner of the Villasenor/Baroni fight, are they entitled a title shot?
GARY SHAW: No one is guaranteed anything. People have to earn it. Let's see what happens, see what kind of fight it is and let's see how it ends. But there are definitely top contenders for the belt. All four of these guys on the call right now are for the premiere fighters at 185 pounds in all of mixed martial arts.

Q. I have a question first for Robbie. Robbie, a couple of your last two fights you've had to drop out because of illness. Could you just set the record straight on what happened because there was a lot of speculation on what happened. I think it was two fights that you had to drop out of. One to injury and one to illness.
ROBBIE LAWLER: The one the illness I flew into Hawaii the night before I got sick. That's how I made weight. I was on the toilet all night. And I made weight but I wasn't ready to fight.
The next one was in December when I was supposed to fight in Hawaii again. And I hurt my shoulder. Actually tore my bicep.
PHIL BARONI: I saw it too in Vegas, it was definitely torn.
GARY SHAW: That's why we're bringing Robbie towards the East Coast, it's safer.

Q. I know you just said in your opening statement "I'm trying to stay healthy." Are you feeling healthy at this time, no injuries, no anything like that?
ROBBIE LAWLER: The thing is I'm training hard so I'm a little sore right now but next week I'll heal up and let my body rest a little this weekend and I should be ready to go.

Q. Phil, originally your opponent was Ninja. Have you changed anything about your training or is everybody the same to you?
PHIL BARONI: Everybody is the same to me. What you see is what you get. Coming to throw bombs. My chin is down. My hands are up. Let them fly. I'll bring my track shoes. Joey will be running. So thanks for the heads up, brother. Thanks for the heads up. I'll work on my movement and cutting people off and knock them down on the run. I've done a lot of that in my career. As I said, Joey can run but can't hide. I'm going to get him. The cage gets smaller by the round. I'll be ready to do my thing.

Q. One other question. You had a YouTube video a while back and you were showing off your car and that car was in pretty bad shape. Now that you're with ELITEXC do you have a new set of wheels?
PHIL BARONI: We'll see. We'll see. Gary's talking shit about Dana White all this crap. And buying cars. Where's my car, Gary. Hook me up.
GARY SHAW: I'll take you for a ride in my Ferrari.
PHIL BARONI: I don't want to go in your car. Let me hold onto your watch for a while we're at it.
GARY SHAW: Let me hold onto your girl for a while.
PHIL BARONI: (Laughter) which one.

Q. My question actually is for Robbie Lawler and how concerned are you that you may have like a bit of ring rust from your last fight?
ROBBIE LAWLER: I'm not too worried about it. I do well when I have some layoff. I've been training hard. I'm in shape. I'm ready to go. And I'm mentally prepared and that's all that matters. I hadn't even sparred for the last two years and I've been sparring for the last month and a half. So I feel pretty good.

Q. Joe, I wanted to ask you, when the fight was offered to you after Marillo couldn't make it, how concerned were you that the fight was sort of on a close basis, from when it was offered to when you agreed and now that the fight is coming up at the end of the month.
JOEY VILLASENOR: I wasn't really that concerned. The fight with Jensen I didn't overexert myself. It ended within the first round. I was still in great condition and when given the opportunity to fight on CBS, when you have all these positives going in your direction, it would be hard to say no. I made my mind up as soon as the phone rang.

Q. And Gary, you had mentioned, it's been reported that ELITEXC is willing to co-promote with Dream. I wanted to see what the status of any negotiations between the two of you are.
GARY SHAW: There are no negotiations. However, we've loaned them some fighters just recently, including Nick Spaz and I've said this before. I will put my fighters anywhere. I'll let anybody, fighters, anybody else's fighters fight our fighters. And I will co-promote if the deal is right with anybody.
I think that's what mixed martial arts and this sport needs. If it's going to survive, that's what has to happen.
PHIL BARONI: I'm going to hold you to that because I've got two scores I have to settle over in Japan.
JOEY VILLASENOR: Go over there and fight, too.
GARY SHAW: Maybe we'll bring a whole team to fight their team.
PHIL BARONI: Sounds good. Let's do it.

Q. Earlier I talked to Scott Smith about how he matches up as far as punching power and stuff, the guy is known for hitting pretty hard. He said he'll be the hardest or one of the hardest punchers you've ever faced. What do you think about that comment since you've been around a long time and get your take from how you match up punch-wise. Do you think you a definitive in is there or do you think it's pretty close?
ROBBIE LAWLER: I don't know. What I'm going to try to do is not to get hit, first of all, so if I don't feel his power, that's going to be awesome. Doesn't matter you get hit in the right spot at the right time I could get hurt. But I've been training hard and I'm not too worried about it. I'm in shape and I'm going to try not to get hit and that's my game plan.

Q. Robbie, I know you treat every fight as the fight. You'd be willing to fight. If no one was watching or if millions or millions are watching, as will be the case on May 31st on CBS, but just as a fan and a fighter, what are your thoughts on MMA going prime time live for the first time, being that you have been around for a long time?
ROBBIE LAWLER: The thing is it's awesome for the sport. I don't care about necessarily being on TV in front of a whole bunch of people. I care more about making money and sponsorships are big right now and that's awesome for the sport.
PHIL BARONI: Let me answer that question real quick. Guys like me and Robbie fighting for a long time. We were in the UFC when no one knew what the UFC was. We've been fighting for chump change. We're fighters. We're fighters. That's what we do. Yeah, it's great to be on CBS but we got into this sport it wasn't even on pay per view.
So it's great to be on CBS and it's great to have all that exposure and everything else, but I didn't get into fighting because I wanted to be a rock star, neither did a guy like Robbie Lawler. That's not why we did it. I don't really give a shit about Gary Shaw's watch or his Ferrari. I do it for pride and I do it to set high goals and accomplishments. Six million people in the world and there's only one world champion. And Robbie Lawler is that guy right now. So I really don't think it matters to him or the real fighters about fighting on CBS.
And as far as Kimbo Slice, the guy is pretty much a real fighter. Why? Because he didn't know he was going to be a big success, MMA guy or be fighting on CBS. He likes beating people up. That's just what it is. Big dogs can't get in the yard and see who's bigger. Fight in the cage. Let's not make it more than it is. It's a fight in the cage and fighters fight and people are drawn to fighters. Football players and shit get into it now because they see how big it is and they see the opportunity. That's bullshit. We've been here a long time and we're grateful for the opportunity. We're happy to be fighting on TV. It's great but that's not why we're doing it. That's not why we got into it. There was no TV nothing to get into. We just wanted to get into a fight. We're basically doing this for free.
GARY SHAW: Comment on what Phil said. That's what the beauty of what you guys have on the call right now, along with Kimbo and Gene and the rest of the card. None of our fighters are not primadonnas. They're here for the love of the sport and the pride they fight with and they're all going to lead and show you their souls on May 31st. You can guarantee that.
PHIL BARONI: That's right. We're real fighters. Joe Villasenor, whatever, he's a victim. I'm going to kill him. But he's a real deal fighter. He's going to fight in a cage. 2,000 people. But he's a champ. Knocking dudes out. He wasn't fighting for the money or the pussy or the girls. He wasn't some fucking teacher that fucking retired so he could be on ultimate fighter. He's a real fighter. He's doing it because he wants to fucking fight. He wants to prove himself. That's where I am. That's where Robbie Lawler is at and Kimbo is at. I don't know much about Scott but he's in there banging away. He's the real deal to me. So we're real fighters. We ain't movie stars.
I didn't sign a contract with CBS. I signed because I wanted to fight. I saw the roster and opportunities available to me and I took it. Because I want to fight the best fighters in the world. Frank Shamrock signed with that organization. I want that mother. I want to kill him. So CBS that's a bonus. Bonus. Great. Happy. But that's not it. I'm a real fighter. I want a shot. I want to fight. Gina Carano, she's a fucking chick that wants to fight. She wants to kickbox. She wants to fight fucking 500, ain't going to be famous, only do it because you want to fight. So we're all real fighters.

Q. Robbie, you're one of the few ranked guys on the ELITEXC website. LEXC website, the show. What's this win going to mean in terms of getting more exposure out there?
ROBBIE LAWLER: Sponsorships will come. My name is going to get out there. I have to go out there. If I'm ranked high or get my ass kicked. I have to go out and perform and fight the way I know how and I need to win, plain and simple.

Q. Gary, what would it mean to have maybe Randy Couture sign with ELITEXC and have the dream match between Couture and Faydor?
GARY SHAW: Love to put it on. I know everybody is in it for the money. I appreciate what everybody says. But sometimes deals cannot be made because people are not realistic. People need to be realistic in order to put fights on. When Faydor wants to fight just anybody for $2 million that's not realistic, not for my company. So somebody wants to give him that kind of money, not for a real fight, that's strictly up to them.
Would I put the fight on, absolutely would put the fight on.

Q. Would you take the opportunity to pick up Randy if you had the opportunity?
GARY SHAW: Yeah, of course. Randy's a legend. Randy's in great shape. But every day at the age that Randy is starts taking its toll on the athlete. And all these guys on the phone can tell you that. I've dealt with enough fighters that I know that there comes a certain time and an age that they peak and then there comes a time that they just can't keep up the pace of the training.
I think it was Robbie who said that his body is hurting right now from the rugged training. You can't keep that pace up forever. If it was, George Foreman would still be boxing and Joe Fraser would still be boxing. But there comes a time, I don't know if Randy's time has passed. I know he's a spectacular athlete and spectacular talent. If Randy was not under contract, and I'm not sure if he's clear of his contract, then I'd be more than happy to sit down and talk with Randy. But make sure someone tells Tito my door's open.

Q. This question pretty much everyone can answer, chime in somewhere. But basically seems like the reputation was, anyway, that UFC is going through some huge growing pains and issues with the treatment of their fighters, for instance a bunch of UFC fighters were cast off for losses and other reasons, and still seems like smaller names in that league are getting the raw deal. But it doesn't seem to cover training costs, medical needs and living expenses. How does ELITEXC really treat its fighters? I know that Phil mentioned the money is not the motivating. How does it compare to the other leagues.
PHIL BARONI: They're treating me well. I went into the office to do bullshit paperwork. They had a birthday cake and surprise party. I'm 29 again this year. I was pretty happy about that. I was pretty surprising. So maybe they're trying to butter me up, but whatever it was, it's the thought that counts. A nice thought. Nice gesture. I'm waiting for my fucking keys, you can mail them, Gary. (Laughter) but it was a nice thought. Nice gesture, you know what I mean. Makes your fighter think they were thinking about you a little bit. A little bit. But we'll see.
ROBBIE LAWLER: Oh well some guys are getting cut. Live with it. I was cut a while back, like four or five years ago, guess where I am at right now because I kept working. I don't feel sorry for anyone. Go to work and get better, plain and simple. And beat people up. That's the game.
PHIL BARONI: I agree. It's our business. It's not the nice business it's not about feeling it's about winning fucking fights.
JOEY VILLASENOR: I've fought for pride. I've competed against Lawler in pride. Fought down in Japan. Fought for Kings of the Cage. Fought for numerous organizations. And not just the money I've been paid. It's the best I've been taken care of. But the staff, the staff is down to earth and they don't treat me like a product. They treat me like a person. And I think that's probably the most important thing with someone like myself, they treat me like an individual. And I think they're, I think Elite is on the right track with the way Gary talks about treating its fighters and I think Gary understands he's been in this game a long time and he understands what fighters want, what we need and that's being respected and Gary knows that. There is no show without the fighters. Along with that, there's no fight for the fighters without a good promoter. So I think we're all scratching each other's backs on this one. And hands down I think that Elite's making some big moves and they're going to be a force to be reckoned with.
They're the ones to get the first big show on the road. And I'm just glad to be a part of it.

Q. Robbie, your last couple of fights, really even though you've been around for a while, might have been the biggest in your career with victories over guys like Ninja and Frank Trig, how do you think you are at this point, do you think aside from the injuries you're at the peak of your career thus far?
ROBBIE LAWLER: More than anything I'm just mentally prepared. When I first came into the fight game I was just raw, just coming out. I was going to knock everyone out training hard. But I wasn't mentally prepared to go to war and put my body through everything. So now I'm just mentally I can go to war I can fight for five rounds and I'm ready to go. That's the difference between now and six years ago.

Q. How did you accomplish that change? Was it anything that you realized or any people that you were training with?
ROBBIE LAWLER: When you train with the best in the world and they're doing great, they're beating people up and they're like man I train with these guys every day. I'm lumping these guys up. I had to look within and try to change some stuff and slow my game up a little bit and think a little more when I was out there fighting. That's what I've been doing.

Q. What do you think of Scott as a fighter? He seemed to indicate that he expects this to be a stand-up battle.
ROBBIE LAWLER: Yeah, that's where all fights start. I'm ready to bang. I'm ready to kick. I'm ready to defend take downs. I'm ready to take someone down. I'm ready to do Ju Jitsu on the top or bottom. It's going to be a fight. Going to start on the feet but who knows where it will go.

Q. Do you think you have better or equal wrestling skills to him?
ROBBIE LAWLER: It doesn't matter. I'm a pretty good athlete. I can move really well and we'll see.

Q. Do you want to make a prediction for the fight?
ROBBIE LAWLER: It's going to be a great fight. I don't talk a lot of trash. I'm going to come out there ready to bang and go to war. That's the way I do it.
Closing comments
ROBBIE LAWLER: You want closing comments from me. I'm training hard. I'm going to be ready to go May 31st. I've got a good team behind me. New facility in granite city, Illinois, hit squad. That's it.
JOEY VILLASENOR: Very excited. Glad that they gave me the ring. I look forward to going to war in enemy territory. And just excited. This actually -- it's never real until moments like this and all that hard work and all that training here in Albuquerque here with my team.
I've got my boy Keith Jardine fighting a week before me and I go and my boy Serone and Nate. I'm confident I have a great team behind me. I'd like to say to my family and friends in Albuquerque and New Mexico I love you and the world finally gets to see my heart.
PHIL BARONI: I'm kind of shy. I really don't got much to say, put me on the spot like that and all. I'm just fucking happy to get home. I'm happy to get home. I look forward to East Coast, New Jersey, New York. A long time fighting in Japan, all over the place, California, dudes hometowns all the time. Now we're coming to my house. And I'm going to defend.
I'm happy to be back. It's a long time coming. And I'm training real hard. I'm at AKA. I think it's the best camp in the business. I'm training real hard. All fighters think their camp's the best. But mine speaks for itself. I'm in top shape and I'm going to be ready to go. And I'm not going to be denied. Blood and guts. I'm 15 minutes, rounds all out, man, ready to go. I'm going to be prove what I started in 2002 before injuries and bullshit happen. I am the best 185-pounder in the world. When things are right and I'm ripe I hurt people and I knock them out and I'm the show-stopper. I'm going to stop this show on CBS. I'm winning this fight ending it violently. Separating Joe from consciousness.
SCOTT SMITH: First off, I'm expecting a check from Gary Shaw for my phone bill, an hour and a half call. But this is a historic event. Like everybody's been talking about, CBS, network television, ELITEXC couldn't have done a better job. The match makers couldn't have done a better job. Exciting, exciting fights. If I weren't fighting on the card I'd be excited to sit at home and watch the fight myself. So tune in, you guys. You guys will get some good fights.
PHIL BARONI: Gary tell the people in Jersey Gotti retired but Phil Baroni is coming back home.
GARY SHAW: They'll be there. I wanted two thank yous that are really important other than our sponsors, main sponsor Rock Star and Burger King, but I'd like to thank Ken Hirschman from SHOWTIME who was the visionary who allowed me to bring the product and put it on SHOWTIME to begin with. And then to the folks at CBS for keeping their eye on the ball and in this case putting mixed martial arts on TV, a special thank you to Mitch Graham from the PR department who has been working so hard with us.
The single most important thing of the fighters as you've heard, the health safety and welfare of the fighters and caring about the fighters, because without the fighters we don't have a show. I think it was Joe who said that. And on May 31st, prime time, that's the single most important thing, prime time live, not 2:00 in the morning, not a tape, live, you're going to get to see a spectacular card with these fighters who are really warriors, really skilled athletes. This will be the single biggest day in the history of mixed martial arts. And it's a chance for people to learn and understand what mixed martial arts is all about, that these fighters are not just street fighters or brawlers, but they're highly skilled and trained athletes that have many different disciplines.
So I think it's our chance to await the world to see what it is. For these fighters on this call and those that also will be fighting on our CBS card, their lives will change dramatically. They don't really realize it in my mind at this point. But when they pull up to that arena and they see all those satellite trucks that we're beaming this around the world and they'll get the feel of that arena and they'll realize that they're making history because they're part of the first event of this type ever in the history of the world on network TV.
And forever they will be a part of that history. They'll be part of the question, hey, who fought on that first card that was ever on network TV. And these fighters that are on this call will be part of building up the sport of MMA which I know is so very important to them.
So on May 31st you'll get to see in prime time. The next morning they will be people who will be in so many households that they'll be spotted and noticed in train station, airports, car rental places wherever. It's a great day for MMA. It's a spectacular day for these athletes. And I'm proud on behalf of ELITEXC and our staff who I think really cares about the athletes, our match-making team which I think is the best in the world, I thank all of you. I thank the press for indulging us and for being interested and asking great questions, and you're all apart of it.
I hope you write what you see on that day whether it's good or bad I know it's going to be good. But we always take your comments well. So I thank all the press, Mitch, John, Chris, the PR team, and you guys, the athletes on this phone, I'm very, very proud to represent you. Thank you for giving me and ELITEXC the opportunity to represent all of you. Thank you.

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