The Badgers were trying for a second straight 10-win season under head coach Bret Bielema.
During the first half of the game, the inaugural Joe Montana Award, signifying the nation's top high school quarterback, was awarded to Matt Barkley of Mater Dei High School in Santa Ana, California.
Wisconsin had a chance to win the game in the final minute, but Wisconsin quarterback Tyler Donovan was intercepted on a desperation pass, sealing a Volunteers win.
Game MVP Erik Ainge completed 25 of his 43 passes for 365 yards and two touchdowns.
1 TEN TD 3 yd run by Gerald Jones (Daniel Lincoln Kick good) 7–0 TEN[5] 1 WIS TD 6 yd run by Tyler Donovan (Taylor Mehlhaff Kick good) 7–7 Tie 2 TEN TD Josh Briscoe 29 yd pass from Erik Ainge (Lincoln Kick) 14–7 TEN 2 TEN TD Brad Cottam 31 yd pass from Erik Ainge (Lincoln kick) 21–7 TEN 2 WIS TD Andy Crooks 4 yd pass from Tyler Donovan (Mehlhaff Kick) 21–14 TEN 3 WIS FG Taylor Mehlhaff 27 yards 21–17 TEN This would prove to be Tennessee coach Phillip Fulmer's final bowl game with the Vols, as the following season, he would resign as head coach.