Fifteen Tennesseans - eight for the hosts, seven for the visitors - will be suiting up for Saturday's 4 o'clock tipoff at FedExForum. Two of them, the Vols' Wayne Chism and the Tigers' Willie Kemp, were teammates at Bolivar Central High School.
That kind of familiarity makes this rivalry more than competitive. It's personal.
"There's a lot of players from Tennessee on their team and a lot of players from Tennessee on our team, so I'm sure it's got a lot of meaning," UT coach Bruce Pearl said. "I've always felt this is a very, very meaningful series - for the fans and for the players."
That's especially true for the in-state players - many of whom have faced one another numerous times through the years.
"We just know those guys," said Tennessee's Tyler Smith, a native of Pulaski. "We played with them in summer (AAU ball) and they're people we know. Of course, we want to beat them."
Naturally, Pearl is using the battle for in-state supremacy to motivate his team.
"Coach said this might be one of the most intense games because we know a lot of those guys," Smith said. "Elliot Williams (the Tigers' star guard) came here on his visit. They've got the same team (that beat UT 54-52 last year), so it'll pretty much be an intense game."
The recent meetings between Tennessee and Memphis were ultra-intense. That was partly because of the friction between Pearl and Tiger head man John Calipari. That element was lost, however, when Calipari bolted Memphis to take the reins at Kentucky. Even with Coach Cal gone, however, the Tigers still feature the quality players he recruited and the successful schemes he installed.
"They're still very similar in the sense that it starts with their defense," Pearl said. "They play very good defense. They've got some undersized posts that play above the rim and block shots. I'm sure they're going to make it very, very difficult on us to run our offense with their athleticism, their aggressiveness and their ability to turn people over."
A lot of Calipari touches are still visible in the Tiger offense, too.
"Offensively, it's very, very similar - spread ball-screen, dribble hand-off, weave, try to get into the lane and get to the basket off the bounce," Pearl said. "They drive, draw, dish.... They're very athletic, very explosive off the bounce."
Although the Pearl/Calipari friction will be missed, the Tennessee-Memphis game should be a compelling one. All of that familiarity among the players should breed a bunch of contempt.
"We're looking forward to playing those guys," Smith said, subsequently adding: "I think the rivalry is (about) the players, not the coaches."