The Sweet 16 matchup against No. 2 seed Kentucky and No. 3 seed UCLA was held in the FedexForum – home of the NBA's Memphis Grizzlies.
Junior guard Alec Wulff (left) and freshman forward T.J. Leaf (right) share a laugh as they enter the arena.
NBA legend and current Los Angeles Lakers President of Basketball Operations, Earvin ''Magic'' Johnson greets a fan prior to UCLA and Kentucky's tipoff.
The Wildcats spirit squad runs onto the court waving multiple flags with the Kentucky logo.
Guard Malik Monk prepares for his name to be announced for the Kentucky starting lineup.
Junior center Thomas Welsh tips off against Kentucky forward Edrice Adebayo.
Senior guard Isaac Hamilton missed a layup early in the game after receiving a long pass from freshman guard Lonzo Ball.
Welsh dunks the ball with 16 minutes left in the first period to put the Bruins up 10-6.
Kentucky coach John Calipari talks to Wildcat guard De'Aaron Fox on the sidelines.
Freshman center Ike Anigbogu grabs a rebound amid several Wildcat defenders.
Leaf tied for most points scored by a UCLA player with 17.
Calipari buries his face in his hands after the referee makes a call against his team.
Junior forward Gyorgy Goloman dunks the ball to put the Bruins up by one.
Calipari calls out the referee after conferencing with his guard, Isaiah Briscoe.
Leaf attempts to drive to the basket while being guarded by Fox (right) and Wildcat forward Derek Willis(left).
UCLA coach Steve Alford gestures after his team gives up another 3-pointer to Kentucky. This is Alford's third Sweet-16 exit in his four years at UCLA.
Ball (pictured) swings the ball to Hamilton, who would subsequently make a corner 3-pointer.
Fox and Adebayo help Willis up after the forward fell to the ground.
Welsh walks to the bench after picking up his fifth foul as the Kentucky fans in the arena taunt him.
Ball dunks his last dunk for UCLA. The freshman announced that he would forgo his next three years of eligibility for the NBA Draft.
Senior guard Bryce Alford makes a mid-ranged jumper despite colliding into Leaf prior to shooting the ball.
Willis grabbed a game-high eight rebounds against UCLA.
Leaf bites onto his shirt as he walks off the court.
Alford looks up as he walks off the court wearing a UCLA jersey for the last time.
Ball checks his phone in the locker room after playing his final game as a Bruin.
Leaf wraps a towel around his head in the Bruin locker room after the loss to Kentucky.
Fox's 39 points against UCLA set the record for the most points scored by a freshman in the NCAA Tournament. The Kentucky guard, however, repeatedly emphasized the role his team's defense played in the win against UCLA.