The Villanova Wildcats, coached by Jordan Olivar, brought a 6-2-1 record into the game, having lost to Army and Boston College. It was the first bowl appearance for Kentucky and the second for Villanova, which in 1936 tied Auburn 7-7 in the Bacardi Bowl in Havana, Cuba. Neither team was ranked entering the game, though Kentucky had spent three weeks in the AP top twenty in October, rising as high as #13.
In the first quarter Kentucky's George Blanda kicked a 27-yard field goal. At halftime Kentucky led 3-0. In the third quarter Kentucky's Jim Howe had a 29-yard touchdown run; Blanda's point after kick gave Kentucky a 10-0 lead. In the fourth quarter, Kentucky's Bill Boller had a 15-yard touchdown run on offense and on defense returned an interception 49 yards for a touchdown. Blanda hit both extra point attempts to give Kentucky a 24-0 lead. Villanova also scored two late touchdowns late in the fourth quarter. Andy Gordon threw a 9-yard touchdown pass to John Sheehan to make it Kentucky 24, Villanova 7. Ralph Pasquariello had a 10-yard touchdown run for the game's last score. The final score was Kentucky 24, Villanova 14.