The Tigers (3-1) were too fast for the Wildcats (3-2) because of Kemp and fellow guard Andre Allen pushing the ball on the break. And they were too much inside with 6-foot-9, 260-pound Joey Dorsey keying the game-breaking 14-0 run in the second half with two monster dunks.

Memphis bounced back from a disheartening 92-85 semifinal loss to No. 19 Georgia Tech, a game which the Tigers held a 16-point halftime lead only to be outrebounded 29-9 in the second half.

There was no problem on the boards against Kentucky. Memphis had a 38-27 rebound advantage, including 11-5 on the offensive end.

Center Randolph Morris was most of Kentucky's offense throughout the first 30 minutes of the game. He finished with 18 points and Joe Crawford had 15.

Robert Dozier, who was scoreless and fouled out in the loss to Georgia Tech, had 15 points for Memphis, while Chris Douglas-Roberts and Jeremy Hunt each had 13. Dorsey finished with six points and seven rebounds.

Memphis led 43-40 after a first half that saw four lead changes and two ties over the final seven minutes. That all changed at the start of the second half when the 6-2 Kemp, who started all four games and came in averaging 8.7 points, took over.

He was scoreless in eight minutes in the first half after picking up two fouls. He hit two 3s then scored twice on drives as the Tigers took a 55-46 lead four minutes into the second half.

The pace of the game changed to what the Tigers like and Kentucky suddenly wasn't getting any offense from Morris down low.

Dorsey dunked to start the deciding 14-0 run. He then blocked a shot by Sheray Thomas and took off on the break. The run was worth it when he took a short pass on the wing and threw down a power dunk. Kentucky coach Tubby Smith called a timeout but the tide was definitely the Tigers' way.

Antonio Anderson's 3-pointer with 8:21 to go capped the run and Memphis was up 73-50.

The third-place finish matched Memphis' best (1992) in four appearances on Maui.

Kentucky, which lost 73-68 to No. 5 UCLA in the semifinals, won the tournament in 1993, and finished third in 1997 and 2002.