The first time Gina Carano met with the director Steven Soderbergh she arrived with a black eye and an air of depression. Just days earlier she had experienced her first loss as a professional mixed martial arts fighter: She'd been taken to the mat in 4 minutes 59 seconds by an impressively sturdy Brazilian, Cristiane Santos, who is known as Cyborg. What Ms. Carano couldn't have known until Mr. Soderbergh told her — especially because she'd never heard of him — is that he had recently experienced the film industry version of a technical knockout: Sony Pictures had pulled the plug on his version of the sports drama “"Moneyball."

"It was an interesting place for us both," Ms. Carano said recently, recalling how their moods were perfectly in sync during that initial meeting at a cafe in San Diego, where her parents have a home. "We were two wounded birds just sitting there, going, like, 'Life isn't fair sometimes.'"

Mr. Soderbergh had an antidote for the bitter pills they each had swallowed. "The first thing you need to do is just immediately get back to work," said Mr. Soderbergh, who, post-"Moneyball," had been wallowing in front of the television when he spotted Ms. Carano in a match. He was struck by the notion that she would be ideal as the lethal covert operator in a "pseudo-Bond" action film he had been thinking about. "She needed to get her head out of that fight," he said of Ms. Carano. "There's nothing, in her case, like somebody saying, 'You're going to be the star of a movie' to put yourself in a different space."

Taking a page from the Chuck Norris and Steven Seagal franchises, Mr. Soderbergh envisioned "Haywire," opening on Jan. 20, as a revenge thriller that capitalized on the effortless-looking athleticism of the pretty dark-haired Ms. Carano, who is considered one of the world's top female fighters. What didn't concern him was that her on-camera experience until then had been limited mostly to televised mixed martial arts bouts, a brief cameo in the direct-to-DVD movie "Blood and Bones" and a two-season stint competing under the name Crush on the reality contest "American Gladiators."

He asked himself: "Why are action films so ugly? Why can't there be action, and why can't they be beautiful to look at?"

"Haywire" is lovingly lighted and filmed, its action as sparingly edited as old Hollywood musicals, so that the painstaking fight choreography can be appreciated. As the double-crossed freelance agent Mallory Kane, Ms. Carano gives "Haywire" jolts of energy with her arsenal of explosive moves: pushing off walls, slinging sheet pans, twisting arms until they break. In one memorable scene Michael Fassbender, playing a suave colleague, engages Mallory in a furniture-smashing brawl in an expensive hotel room in Dublin.




Mr. Fassbender recalled Ms. Carano needling him to hit her harder. "I kept telling her, 'Gina, this is called acting, yeah? It's pretend. I don't have to hit you,'" said Mr. Fassbender, who in "Haywire" tosses Ms. Carano, dressed in black Herve Leger, into a flat-screen television. "I'm going to make myself look like a real wuss, but I was wearing padding. But she wouldn't. She was stubborn like that. I think she likes the bruising."

Or perhaps she feels that scrapes and goose eggs come with the territory. One of the earliest memories of Ms. Carano, the middle daughter of Dana and Glenn Carano, a former backup quarterback for the Dallas Cowboys, is the after-dinner entertainment at family get-togethers: sofas and chairs would be cleared from the living room, and one after the other, little Gina would wrestle her male cousins.

"They were all fascinated by how I could handle myself," she said. "But I've been physical my whole life. I have these big legs, and I've always been so strong. I was born this way."

Though her mixed martial arts career has been put aside for 2 ? years, Ms. Carano still thinks of herself as a fighter. Time and the "Haywire" experience have allowed her to view her loss to Cyborg differently. "It put me in a very humble and honest place," Ms. Carano said. "Like: 'Gina? Maybe that can happen. Maybe life isn't always going to go your way.'"

She's wary when it comes to speculating about her future in movies, but she'll allow that she'd love to play someone more light-hearted than the tough customer she portrays in "Haywire." "She's very serious. I laugh a lot," Ms. Carano said. "There's only one time in the movie that she smiles, and that's when she's pretending to be drunk."

"I guess no one would be surprised if someone like Gina came off as crustier, a little more sarcastic," Mr. Soderbergh said, after being told that she's home-schooling herself in cinema history. "But her sincerity and lack of guile is real. There's a funny dichotomy there. On one hand she's a cage fighter, and on the other hand she's someone who is still evolving."


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