Paul Williams proved exactly why he's considered one of the most feared fighters in the world.

Williams earned a majority decision over Sergio Martinez in a 12-round, middleweight bout on Saturday night, though the fight did have an element of controversy.

One of the judges, Pierre Benoist, scored the fight a whopping 119-110 in favor of Williams, while Lynne Carter had it 115-113 for Williams. Julie Lederman scored the bout 114-114.

It was Benoist's scorecard in particular that upset Martinez's promoter, Lou DiBella.

"Either he's incompetent _ or worse," DiBella said of Benoist, "because there is no explanation for that score."

After trading knockdowns in the opening round, the southpaws went back and forth over a dozen spirited rounds.

Martinez (44-2-2), the junior middleweight titleholder, went down at the 1:57 mark of Round 1 before recovering to knock Williams to the canvas in the final seconds of the round.

The 28-year-old Williams began bleeding over his left eye during the fourth round. The cut was the result of a head butt from Martinez, who often resorted to clinching to overcome his disadvantage in height and reach.

"I don't complain about the head butts," said Williams, who went straight to the hospital following the fight to undergo surgery on his eye. "I was getting hit by low blows too. It was going both ways."

Williams (38-1, 27 KOs), known for his extremely high punch totals, threw nearly as many power punches (631) as Martinez had total punches (638). Martinez hung tough, however, and ultimately landed 40 percent of his blows, to 31 percent for Williams.

Martinez, who generally relies more on quickness than power, threw some crunching blows late in the fight. At the time, it appeared the 34-year-old needed to knock out Williams in order to earn the victory.

"They called (Williams) the most feared man in the world, but I didn't have any fear at all in this bout," Martinez said.

Lederman scored each of the final three rounds for Martinez, while Benoist had all three in favor of Williams. Overall, Lederman scored six of the 12 rounds for Martinez, while Carter had five rounds for the Argentine. Benoist scored just one round for Martinez, leading to the decision that drew mostly boos from the packed ballroom at Boardwalk Hall.

"It was an error. It was a true error," Martinez said. "We should have a rematch."

Williams wasn't opposed to the idea.

"If my managers and promoters want to have a rematch, we'll have a rematch," he said.