KNOXVILLE, Tenn. – A Kentucky native buried the never-quit Cats (27-2, 12-2 Southeastern Conference) with 37.6 seconds remaining, and the 21,214 fans who packed Thompson-Bowling Arena saw Tennessee’s second home victory this season over a top-2 team.

The Volunteers (21-7, 9-5 SEC) built a 19-point lead with just over 14 minutes to play, but the Cats, led by freshman guard John Wall, stormed back to tie the game at 65 with 2:10 remaining.

Following a timeout by Tennessee head coach Bruce Pearl shortly after UK tied the game, the Volunteers went on a 9-0 run highlighted by a 3-pointer from Hopkinsville, Ky. native Scotty Hopson, and the Volunteers celebrated a 74-65 victory.

“When it went 65-65, I thought we were winning,” UK head coach John Calipari said. “There was no question in my mind we were winning this game. And you know what, they made a play, a ball squirted loose – they had a guy who just took it out of our hands on the baseline. That means they wanted it more than we did. You have to give them credit.”

A physical affair in Knoxville saw Calipari as well as his players limping around the court and grimmacing in pain. The head coach had a UK trainer bandage up his right hand in the first half after he hit his clipboard during the first media timeout. Two band-aids were applied to his right pointer finger and pinkie.

Both teams struggled shooting out of the gate, but once Tennessee got on the board at the 16:31 mark with a 3-pointer from senior guard J.P. Prince, the Volunteers couldn’t be stopped. When the run finished at the 11:22 mark with two free throws from Wall, the Volunteers had rattled off 18 unanswered points and had established how the first half would be played.

“We just came out with low energy, and they came out early and hit us in the mouth,” freshman forward DeMarcus Cousins said. “They came with a better intensity than we did and it showed.”

The opening of the second half was no better for UK, as the Volunteers stretched the lead to a game-high 19 points with a 3-pointer from sophomore guard Cameron Tatum at the 14:05 mark.

Enter Wall. The electric freshman phenom carried the Cats on an 11-0 run, playing a part in every basket scored during the 3:58 span, scoring seven points and dishing out two assists. The Cats held the Volunteers scoreless for just over four-and-a-half minutes to cut the lead to nine, and eventually tied the game with 2:10 remaining in the game.

“He was unbelievable,” said Calipari of Wall’s play.

Wall’s 19 points, six assists and five rebounds weren’t enough for UK though, and the Cats wouldn’t score for the remainder of the game. A layup by Prince and the 3-pointer by Hopson proved to be the dagger for Tennessee, and four free throws in the waning seconds by Prince were the icing on the upset cake.

UK shot 35 percent from the field, and a horrid 2-22 from beyond the arc. The Cats are now 8-49 from beyond the arc in their last three games combined, but say they aren’t worried about their recent shooting woes from deep.

Cousins and Wall said they make shots in practice, so there’s no reason why they shouldn’t be making them in the games. Though they missed 20 3-point shots in a hostile environment against a rival, the Cats were still tied with two minutes left. Wall said they simply need to hit the gym and work more on their shots.

“Even though they beat us with the intensity matchup at the beginning of the game, if we made a couple shots down the stretch and got defensive stops we would have won,” Wall said. “So it basically just is getting to work on our jump shots and getting our confidence back.”

It was UK’s first two-day turnaround in SEC play, as the Cats normally play on Tuesdays and Saturdays. Fearing that the Cats would be fatigued, Calipari opted to not have a morning shootaround. It was a decision he said after the game he regretted.

“… In an afternoon game, which we can be in during the NCAA Tournament, we need to get up and have a shootaround,” Calipari said. “I do not care if we play Thursday or not.”

With only two games remaining on the regular season schedule, Calipari said the game will serve as a great learning experience for the young Cats when the NCAA Tournament rolls around.

“That is all I can ask of my team,” Calipari said. “To think about that, and have a chance to win on the road, I am stunned.”