Kentucky didn't want Scotty Hopson when he was coming out of high school, but Hopson wanted the Wildcats on Saturday afternoon.
So did everyone wearing orange in the revved-up Thompson-Boling Arena crowd of 21,214.
The 19th-ranked Vols delivered with a 74-65 victory over second-ranked Kentucky, snapping a three-game losing streak to their border-state basketball rivals.
Hopson's 3-point shot with 38 seconds remaining gave Tennessee (21-7, 9-5 SEC) a 70-65 lead and sent the Wildcats (27-2, 12-2) into hurry-up mode.
Post Brian Williams was waiting on the defensive end, setting up to take a charge from a driving John Wall with 28.8 seconds remaining.
UT senior J.P. Prince closed out the game by hitting each of his four free-throw attempts over the final 25 seconds.
The win comes six weeks after the Vols upset No. 1 Kansas on the same court.
"We beat two number-one seeds,'' UT coach Bruce Pearl said, alluding to the upcoming NCAA tournament.
"Nobody else in the country has done that. Tennessee has done that.''
Said J.P. Prince, who led the Vols with 20 points, "These are the games you'll always remember. Even when I get older and stop playing basketball, the rivalries will never end.''
Prince put UT ahead for good when he converted inside off a Hopson drive-and-dish, spinning a reverse layup off the glass to give the Vols a 67-65 lead with 1:34 left.
The teams traded turnovers over the next minute before Hopson scored the final three of his 15 points, taking a pass from Bobby Maze on the wing and burying the back-breaking trey.
"I wanted to put Scotty in that situation,'' said Maze, who had nine points and five assists. "He's growing up so fast.''
Hopson, a McDonald's All-American from Hopkinsville, Ky., hadn't grown up enough to be coveted by the previous Wildcats coaching staff and was largely overlooked during the recruiting process.
"I felt that, and I want my home state to feel not getting me was a loss,'' said Hopson, who like former UT great and Kentucky native Chris Lofton came back to bite the Wildcats. "I wanted that shot so bad; I clapped my hands and prayed (Maze) would pass the ball to me.
"I knew I was so wide open, I couldn't have missed that shot.''
Hopson's confidence aside, nothing appeared to be a given at that point; the game had grown more hectic with each possession.
The Vols led by as many as 19 points when Cameron Tatum hit a 3-pointer with 14:02 left to give UT a 54-35 lead.
But the Wildcats battled back, tying the game at 65 with 2:09 left when strongman DeMarcus Cousins (15 points, 14 rebounds) went on a 6-0 run, hitting two free throws and slamming down back-to-back dunks.
"I told the team, 'how do you want this season to be remembered,' " said Pearl, who was visibly emotional in the postgame. "Our team - that's what was on display today. Our team, our family.''
The Vols pulled together during the final two minutes, avoiding turnovers and converting shots and free throws; Kentucky limped down the stretch.
The Wildcats committed three turnovers and missed three shots after Cousins' game-tying dunk, missing their opportunity to clinch a share of the SEC regular-season title in the process.
Pearl said he felt Kentucky, coming off a Thursday night game, got fatigued down the stretch.
"We had a couple of guys asleep,'' Wildcats coach John Calipari conceded.
The alarm bells should have sounded for Kentucky in the first half; The Vols spotted Kentucky a 4-0 lead before roaring back with an 18-0 run en route to a 40-29 halftime advantage.
"To beat the best teams on your schedule, you have to hit them in the mouth first and let them know you are there,'' Pearl said. "Defense and rebounding were obviously a huge factor for us today.''
Wall, the freshman sensation, finished with 19 points on 6-of-16 shooting. The Wildcats shot 35 percent from the floor and made just 2 of 22 (9.1 percent) shots beyond the 3-point arc - both season lows.
The Vols played a great deal of zone defense, just as they did in the teams' first meeting in Lexington, a 73-62 Kentucky win.
"But this time we played more of a match-up zone,'' Pearl said. "More man-to-man principles, not sagging quite as much.''
Calipari didn't attempt to sugarcoat the Wildcats' shooting woes.
"You are what your stats say you are, and you are what your record is,'' said Calipari, a cumulative 3-3 against Pearl in meetings at Memphis and Kentucky. "I thought Tennessee played great. To start the game they out-hustled us to every ball.''
Hopson said that's what he was counting on when he predicted the Vols would beat Kentucky after UT's 75-62 loss at Florida on Tuesday.
"We all felt leaving that locker room in Lexington that we should have beaten Kentucky,'' Hopson said. "I knew we'd prepare well and go hard this time.
"When I hit that shot, I looked at the clock and saw 35 seconds, and I said to myself, 'we got this one.' "
The Vols' close out their home schedule at 7 p.m. Wednesday against Arkansas (14-15, 7-7) before finishing the regular season on the road at Mississippi State (20-8, 8-5) next Saturday.