MEMPHIS, Tenn. -- Tennessee coach Bruce Pearl was impressed with how his team performed in the amped up atmosphere of the instate rivalry.
Wayne Chism had 15 points and nine rebounds, and 14th-ranked Tennessee dominated inside for a 66-59 victory over Memphis on Thursday.
"It was a great game from the standpoint that it was intense," Pearl said. "I thought both teams played very, very well. This is a special environment, and I thought our guys handled that really well."
Chism said that Pearl had told his team that they would need to dominate the interior because the Tigers are not deep along the front line.
"That's what coach preached to us, and that's what we did," Chism said of the inside dominance. "We did a good job of finishing around the basket."
Tennessee's defense, meanwhile, held the Tigers to 31.4 percent shooting (16 of 51), although the Vols shot only 35.8 (19 of 53), including 2 of 13 outside the arc (15.4 percent).
Doneal Mack led Memphis (9-3) with 15 points before fouling out with 3:32 left. Elliot Williams, the Tigers' leading scorer at 20.7 points a game, had 13 points, despite missing his first six shots and finishing 1 for 7 from the field. Wesley Witherspoon added 11 points.
"It was going to be that type of game," Williams said of the defensive intensity and poor shooting. "It's an instate rivalry. You know it's going to be intense. One of the things you have to do is control your emotions and play ball."
Tennessee built the lead to as many as 13 early in the second half as the interior play overwhelmed Memphis. The Tigers pulled within four points on two occasions in the final 1:23, but the Vols, who shoot 67.6 percent from the line for the season, hit 11 of their 14 free throws down the stretch.
The intensity in the early going was indicative of the rivalry. Both defenses were aggressive, overplaying passing lanes and defenders were up in opponents' faces. Tennessee was pushing the Tiger offense out from the basket. Players were diving over press row after loose balls.
The result: The first points came on a pair of free throws by Chism at 15:38.
At that point, Memphis had missed its first four shots before Mack connected on a 3-pointer on the Tigers' next possession.
"When Wayne [Chism], Tyler [Smith] and me have intensity and motivation, we're a tough team to stop," said Prince, a 57.7 percent free throw shooter who was 8 of 12 from the line. "Whatever we have to do to keep ourselves motivated, we're going to find it.
"The more the crowd booed, the more it brought us together," he said.
The teams exchanged leads in the first half before Tennessee extended its margin to 28-21 with 3:31 left in the half on a dunk by Scotty Hopson after Memphis' seventh turnover of the half.
Chism's 12-footer as the horn sounded sent the Volunteers to the locker room with a 31-24 lead, matching their largest margin of the half.
The Vols pounded the ball inside after halftime, getting Smith and Chism involved. Meanwhile, Prince was drawing fouls, and the combination allowed Tennessee to extend its advantage to double digits.
"I felt like in a track meet that Memphis could beat us because of their quickness and athleticism," Pearl said. "We were bigger this time around, and this is the first time I've played [Memphis] where we were the bigger team. We did the things you have to do when you have the size advantage."
It wasn't until Memphis decided to play zone that Tennessee got out of sync. The Vols missed their next nine shots and committed five turnovers.
Memphis chipped into the Tennessee lead while playing zone, but not enough to threaten. By the time Hopson hit a 3-pointer with 9:08 left -- ending a 7-minute stretch without a field goal for Tennessee -- the Vols had reclaimed their double-digit lead.
Memphis would make one more push, getting to 53-48, and eventually cutting it to four points. But Tennessee had built enough of a cushion to hold on for the win.
Tiger coach Josh Pastner said there were some things his team did well, but he couldn't overlook the rebounding advantage, especially the 18 offensive rebounds for the Volunteers.
"Give them credit," Pastner said of Tennessee. "We battled. We fought. We played hard. But the bottom line is 18-9 on the offensive glass."
The Memphis coach even acknowledged the importance of the game to the fans.
"I personally want to apologize to them for not coming out with the W because I know how much they wanted it for New Year's," Pastner said. "Please forgive us for not doing our job and getting the W because the fan base did their job."
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