Makarova played a brilliant first set and surprised Williams by breaking serve to take a 3-2 lead. The Russian did not stop there and contiued to out-play Williams to take the set 6-2. Williams, the number 12 seed, was rocked back and unable to find any rhythm.
The American came out out for the second set looking much sharper, racing into a 0-2 lead. However, Makarova again put a stop to the fluency of William's game and fought back to level it at 2-2.
Williams began to show her frustration and completed four double faults to lose serve as Makarova went 3-2 up. Makarova broke and held serve to go 5-3 up, leaving her one game away from a real shock.
Makarova completed a stunning victory over the five-time champion by breaking serve and taking the set 6-3.