August 31, 2013 was supposed to be a special day for the Tennessee Volunteers, expecting to tally their 800th win in school history as well as their first win in new head coach Butch Jones' tenure at the school. Their in-state little brothers, the Memphis Tigers, strolled into town having lost 22 of the 23 games in the all-time series between the schools. Justin Fuente and his squad decided to write their own history, tallying a surprising 31-17 victory.

The Tigers, led by Junior QB Paxton Lynch, ran the read-option for most of the game, tallying 204 yards and 3 touchdowns on the ground. Lynch kept the ball 22 times himself for 92 yards and 2 touchdowns, and his running backs Doroland Dorceus and Sam Craft combined for 110 yards and a touchdown on their 20 carries.

Tennessee had their chances, with four red zone opportunities, but had miscues and missed opportunities left and right, from fourth down conversion failures to a blocked punt. They weren't dominated by any stretch, but Memphis executed and got yards and points when they needed to the most, while Tennessee failed to convert.