After a four-point loss at UCLA in the season opener, Tennessee won nine consecutive games. They were perfect in Southeastern Conference play and were champions for the first time since 1956. It was Tennessee's first Orange Bowl since 1947. Tennessee did not get to play top-ranked USC in the Rose Bowl; the Trojans met #4 Indiana, the Big Ten co-champion, due to the Pac-8 – Big Ten contract. The Volunteers' soccer-style placekicker Karl Kremser was a war refugee from Germany.
Game summary
This was the fourth straight year for a night kickoff at the Orange Bowl, following the Rose Bowl. Both teams wore their home jerseys, Oklahoma in crimson and Tennessee in orange. The temperature was. Quarterback Bob Warmack gave the Sooners a 7–0 lead on his ten-yard touchdown run in the first quarter. He added a twenty-yard touchdown pass to Eddie Hinton in the second quarter, and running backSteve Owens scored from a yard out to make it 19–0 at halftime. Held scoreless until midway into the third quarter, Tennessee's Jimmy Glover returned an interception 36 yards for a touchdown. Two minutes later, another interception by Jim Weatherford set up a five-yard touchdown run by Charley Fulton. A Karl Kremser field goal from 26 yards closed the gap to 19–17 early in the fourth quarter. Oklahoma went up 26–17 on Bob Stephenson's 25-yard interception return for a touchdown. Tennessee then answered with quarterback Dewey Warren's touchdown plunge to pull back to two points at 26–24. Oklahoma was at their own 43-yard line with just under two minutes remaining. First-year head coach Fairbanks opted to go for the first down, despite only leading by two points. Owens was given the ball, but was stopped by linebacker Jack Reynolds, and the ball went back to the Volunteers. With seven seconds to go, Tennessee sent Kremser in to attempt a 43-yard field goal, but his kick sailed wide right, and Oklahoma won.
Scoring
;First quarter:
Oklahoma – Bob Warmack 7-yard run
;Second quarter:
Oklahoma – Eddie Hinton 20-yard pass from Warmack
Oklahoma – Steve Owens 1-yard run
;Third quarter:
Tennessee – Jimmy Glover 36-yard interception return
The two teams received a then-record payout of about $285,000 each. Oklahoma next played in the Orange Bowl in 1976; Tennessee waited three decades, returning in 1998.