With extremely tidy numbers and some very sharp play on the big points, the No.23-seeded Azarenka came out on absolute fire early on - she not only took the first set, 6-3, but at 2-all in the second set she got herself a break point with Williams serving 30-40 - she definitely had the World No.1 on edge.
But that's when the tough got going. The No.1-seeded Williams not only snuck that game out but she ended up winning seven games in a row to take the second set, 6-2, and build a 3-0 lead in the third.
Six games later Williams had the 3-6, 6-2, 6-3 victory, and she and Azarenka hugged at the net.
"I can't lie and say I'm not disappointed, because that's a normal reaction," Azarenka said. "But it is what it is. It was a high quality match. I can't say I went out there and didn't play well - we just saw why Serena is No.1. I haven't seen her play like this, honestly, even the last matches before that."
"I feel like Victoria and I always have really wonderful matches. She's always able to push it to three sets - we always have some great three set matches," Williams said in her post-match presser.
"Whenever I see her name I get excited, because I feel like there's going to be an opportunity to see how well I'm doing. We play each other pretty much every tournament. I'm getting used to that."
And on the hug at the net? "I've been really proud of her and her comeback," Williams said. "I told her in Madrid, 'Man, you've gone through a lot. I really support that. I really support you coming back.' And we really get along off the court. She's so sweet - we always text each other when we're doing well.
"She's a really nice girl. I really admire her because she's so intense on the court, but the second she comes off the court, she's just so different. It's really interesting to see. It's super respectful."
Williams leads Sharapova in their head-to-head series, 17-2. She's won the last 16 straight.
"I love playing Maria. I think she brings out the best in me, and I think I bring out the best in her," Williams said. "We had a wonderful final in Australia. It was very entertaining. She played really well.
"For me, I don't feel like I have any pressure going into this match. We both lost early here last year. We're both kind of enjoying this moment and at the end of the day one of us will be in the final."