TAMPA, Fla. — A slow start and a huge passing day for Tennessee quarterback Erik Ainge were too much for Wisconsin to overcome Jan. 1 in the Outback Bowl, as UW lost 21-17.

After falling behind 21-7 in the second quarter, the Badgers (9-4, 5-3 Big Ten) battled back, but never were able to overtake the Volunteers (10-4, 6-2).

Momentum had seemingly swung Wisconsin's way late in the fourth quarter. Trailing by four, Wisconsin had just blocked a short Tennessee field goal attempt and driven deep into enemy territory thanks largely to a 50-yard run by newly healthy running back P.J. Hill.

With a first and 10 from the Tennessee 18, Wisconsin looked poised to take a lead for the first time in the game. After three plays netted a total of eight yards, however, the Badgers were forced into a fourth-and-two situation.

With six minutes remaining in the game and down to only one timeout after using their second out of a media timeout before their first play of the drive, UW head coach Bret Bielema and offensive coordinator Paul Chryst elected to forego a field goal that would have made it a one-point game and go for the first down.

"On third down we had made the decision … I said if it's fourth-and-two or less we're going for it," Bielema said. "We had to call accordingly. And obviously it's fourth-and-two and we didn't take advantage, we weren't able to execute. Tennessee did a good job, they were laying back on the quarterback as well."

Wisconsin quarterback Tyler Donovan took the snap and with the play calling for a UW's receivers to flood the right side of the defense, rolled right initially. Finding nothing open, he changed course and scrambled left. With a defender closing hard on him and nowhere left to run, Donovan threw the ball away out of the back of the endzone.

"We tried to throw them off, obviously those are kind of run downs, so we thought they would be expecting the run … they did a good job of out-flanking it and shutting it down," Donovan said.

Weighing on Bielema's mind was that, had a field goal been kicked, it would take a defensive stop and another field goal to take the lead.

"There's a lot of things that went into it," Bielema said of the call. "We had one timeout, and also we're in an unfamiliar stadium out there and … we had been warned about the swirling winds. I felt pretty confident about that field goal, but I was more considerate about if we were in a long field again."

The failed conversion gave the ball back to Tennessee with five minutes, 52 seconds left in the game and the opportunity to run the clock down. Twice early in the drive Wisconsin appeared to have Tennessee on the ropes, forcing the Volunteers into third down situations. Both times, however, Ainge, who threw for 365 yards and two touchdowns on the day to earn game MVP honors, was able to find a receiver open in the Wisconsin secondary and complete a pass for a first down.

For the game, Tennessee converted on nine of 18 third down attempts.

"It's tough to win ballgames when you don't get off the field on third down," linebacker DeAndre Levy said. "We had a lot of chances, but even in spite of that, we still had a chance at the end."

Finally stopping the Volunteers on their third third down of the drive, the Badgers turned the ball back over to their offense for a final desperation drive.

Starting 88 yards away from the endzone with 86 seconds remaining in the game, Donovan turned to his tight ends to pick up first downs and move the ball down the field. Garrett Graham caught consecutive passes to pick up 21 and then 10 yards and Travis Beckum — kept in check most of the day by the Tennessee defense to the tune of two catches for 22 yards — grabbed a 13-yard completion.

After a Tennessee offside penalty moved the ball forward five yards, Wisconsin had the ball at the 36-yard line with just over half a minute remaining. Straying from the intermediate passing game, Donovan went for it all, lofting a pass down the left sideline for a streaking Paul Hubbard.

As Hubbard dove for the ball, Volunteers' safety Antonio Wardlow cut in front of him and made a leaping interception.

"I was expanding the route, it called for me to expand out, outward toward the sideline, and that's what I was doing," Hubbard said. "But I think [Donovan] put it on a line drive a little more on the inside.

After the interception, all Ainge had to do was drop to a knee and the clock ran out on the Wisconsin season.