The Vols managed to limit the Big Blue's freshman superstars - holding Brandon Knight to 12 points and Terrence Jones to 10 - but others picked up the slack for the Cats. DeAndre Liggins hit 5 of 6 field-goal tries en route to a career-high 19 points and 6-foot-10 Josh Harrellson hit 7 of 9 shots on his way to 16 points.
Melvin Goins hit 6 of 12 shots for Tennessee and finished with a team-high 16 points. Josh Bone came off the bench to make 5 of 6 shots (3 of 4 from 3) and contribute 13 points. Hopson, playing on a still-sore ankle, added 11 points and freshman Tobias Harris 10.
"I thought Melvin Goins played really well," Pearl said on the post-game show. "I thought Scotty Hopson played with some courage, in spite of being hurt. Josh Bone stepped up in a big, big way."
Tennessee shot a mediocre 40.7 percent from the field but a sizzling 56.3 percent (9 of 16) from 3. Kentucky shot a so-so 44.9 percent from the field but drained 22 of 27 free throws, whereas Tennessee made just 8 of 12 from the foul line. The Big Blue also killed the Big Orange on the boards, posting 38 rebounds to Tennessee's 28. Fifteen of UK's rebounds came off the offensive glass, several of them on missed foul shots.
"They played volleyball with John Fields and Tobias Harris on the inside on those free throws," Pearl said. "Those are effort and energy plays.... Obviously, you can't come to Rupp and have a couple of guys not perform the way they're capable of performing."
Leading just 35-30 early in the second half, Kentucky put the game away with a 13-0 explosion. Knight sparked the outburst with a follow shot and a 3-pointer as the lead swelled to 48-30 with 15:59 to go.
Tennessee closed to 52-42 with 10:58 remaining but Harrellson scored on consecutive putbacks and Knight on a drive to stop the rally.
The first half was a roller-coaster ride, with first the Cats and then the Vols putting together impressive bursts.
Kentucky led 19-13 when Knight picked up his second foul and went to the bench with 9:28 left to halftime. Instead of struggling, however, the Cats promptly outscored the Vols 14-1 to widen the gap to 33-14 with 5:51 left to the break.
Just when it appeared that the Big Orange was on the verge of being blown out of the gym, it made a frantic rally. Goins scored 5 points, Bone 5 and Brian Williams 4 in a 14-2 spurt that whittled the gap to 35-28 by intermission.
Except for Tennessee scoring the first basket coming out of the break, however, the second half was all Kentucky.
The Vols return to action Saturday, visiting SEC East leader Florida. That game has a 6 o'clock tipoff in Gainesville.