FACTS & STATS: Site: Neyland Stadium (104,000) -- Knoxville, Tennessee. Television: ESPNU. Home Record: Memphis 2-3, Tennessee 4-2. Away Record: Memphis 0-3, Tennessee 0-2. Neutral Record: Memphis 0-0, Tennessee 0-0. Conference Record: Memphis 1-4, Tennessee 2-3. Series Record: Tennessee leads, 20-1.

GAME NOTES: Non-conference rivals will battle for state bragging rights on Saturday as the Tennessee Volunteers welcome the Memphis Tigers to town.

Memphis has lost its last two games to fall to a disappointing 2-6 overall this season, including a 1-4 mark in Conference USA play. The Tigers were no match for East Carolina last weekend, as they dropped a 38-19 decision at home. All six losses this season have come by double figures, and one of the two wins came over an FCS opponent.

As for Tennessee, it has reason to enter this clash with confidence, as the team crushed a ranked South Carolina team last weekend by a 31-13 final. The Vols have now won two of their last three games to even their overall record at 4-4, but they are still a game below .500 in SEC play. Tennessee has played only two road games this season against Florida and Alabama, arguably the two best teams in the nation.

The Vols have dominated the Tigers in the past, winning 20 of the 21 games the teams have played.

Memphis is a mediocre offensive team at best, as the club is averaging a modest 21.1 ppg and 366.5 total ypg. The Tigers haven't experienced much success running the football, as they are averaging a mere 3.9 yards per carry with seven rushing touchdowns in eight outings. Curtis Steele is the top running back on the roster, and while he did suffer a leg injury last time out, he is expected to be on the field against Tennessee. Steele has played in six of the team's eight games this season and has compiled 596 yards and five touchdowns while gaining 5.4 ypc. At the quarterback position, Tyler Bass was lost for the season a few weeks ago with a shoulder injury, so the duties of running the team fall squarely on the shoulders of Will Hudgens. In the six games that he has appeared in, including three starts, Hudgens has completed 60.7 percent of his passes for 958 yards and seven touchdowns against five interceptions. The leading receiver for the Tigers is Duke Calhoun, who has made 50 grabs for 764 yards and five touchdowns. Against East Carolina last week, Hudgens completed 33-of-48 passes for 313 yards with two touchdowns and no interceptions, and Calhoun made no grabs. Unfortunately, the result was a lopsided loss.

Opponents are scoring 30.4 ppg this season against Memphis, which is yielding 416.5 total ypg. The Tigers have been victimized for 17 rushing touchdowns and nearly 200 yards per game on the ground. They are giving up 4.8 yards per rushing attempt and simply need to improve in all aspects of defense. Memphis is yielding nearly 15 yards per pass completion as well, and there haven't been enough impact plays made by the defensive unit. Greg Jackson tops the roster with 50 total tackles, and he has made 5.5 TFLs. Last week, the Tigers permitted 497 yards to ECU, including 275 rushing yards on 47 attempts. Of the five touchdowns that the Tigers allowed to the Pirates, four were rushing scores. Unfortunately, zero sacks were registered by Memphis, which finished with one takeaway.

Tennessee's total of 341 yards against South Carolina isn't overly impressive. So how did the Vols manage to rack up 31 points in that contest? Well, they didn't commit a single turnover in the tilt, key to the success. Also, they took advantage of good field position created by South Carolina turnovers. Montario Hardesty led Tennessee with 121 rushing yards and two touchdowns on 23 attempts. Quarterback Jonathan Crompton completed half of his 24 passes for 142 yards and two scores. There is still plenty of room for improvement however, as the Vols were 3-of-14 on third down conversion attempts. Overall this season, Tennessee is scoring 29.1 ppg while generating 379.8 total ypg. The Vols have scored 28 offensive touchdowns, 16 of which have been passing scores from Crompton, who has completed 57 percent of his tosses for 1,617 yards with 10 interceptions. Gerald Jones leads the receivers with 24 catches, and Hardesty has rushed for 841 yards and eight scores.

Defensively, Tennessee yielded 365 yards to South Carolina last weekend, but the fact that the Vols came up with three fumble recoveries and an interception was the difference in the game. They were tough against the run, limiting the Gamecocks to 65 yards on 20 attempts. Also, they held the Gamecocks to 50 percent pass completions and 4-of-15 success on third down conversion attempts. Opponents are generating 17.8 ppg against Tennessee, which is holding foes to 281.6 total ypg. Clearly, the defense has been better than the record reflects. Stopping the run has been a strength of the Vols, who are limiting foes to 3.5 yards per carry. The pass defense has been tremendous as well, as opposing quarterbacks are gaining a mere 9.5 yards per pass completion.

Clearly, Tennessee is the better team in this matchup and will win convincingly. Expect the Vols to lead Memphis by three touchdowns at intermission and never look back.

Sports Network Predicted Outcome: Tennessee 42, Memphis 14

November 7th, 7:00 p.m. (et)