No one felt beat - but the scoreboard suggested otherwise.

The Vols' offense was not quite sure what to make of Sunday night's 31-21 Fiesta Bowl loss.

"I wish we could have realized earlier that the passing game would win this game," said Martin, who was 19 of 34 for 223 yards with a touchdown and two interceptions. "But we knew we had to try and stay on the field and not have any three-and-outs."

UT was conscientious of the need to balance its offense after the 42-17 whipping Nebraska put on Peyton Manning and the then-pass happy Vols two years ago.

But when the Cornhuskers jumped to a 14-0 first-quarter lead, Tennessee was forced to alter its game plan. Plan B was no more effective: The Vols had just 44 yards rushing, were 3 of 12 on third-down conversions, and had the ball just 26:05.

Tailbacks Travis Henry and Jamal Lewis, who rushed for 31 and 19 yards, respectively, said the run was never in sync.

"We put ourselves in a hole early and we couldn't get out," Lewis said. "Nebraska was at the right place at the right time. They were ready for our sweeps."

Henry had a few powerful runs, but for the most part he was bottled up.

"We just couldn't get in a groove," Henry said. "We couldn't get started."

Nebraska had taken a 17-0 lead with 1:37 left in the second quarter before the Vols could get rolling.

Tennessee came to life when it went to its two-minute offense, with Martin coolly directing a touchdown drive from the Vols' 35.

Martin was 5 of 6 on the drive, starting with a 15-yard pass over the middle to Eric Parker, and finishing it seven plays later with a 9-yard bullet to redshirt freshman Donté Stallworth.

Stallworth led the Vols with eight catches for 108 yards and two touchdowns.

"We felt like things had turned for us," Stallworth said. "We got that touchdown before the half and it swung the momentum our way."

Tennessee pulled to 17-14 less than two minutes into the second half when Henry bulled into the end zone from 4 yards out. The Vols had gotten the ball at the Nebraska 25 compliments of a fumble recovery.

UT was in position to take the lead on its next possession. The Vols had the ball on the Huskers' 45 when Martin launched a perfectly thrown pass that went off the hands of Leonard Scott in the end zone.

"It was interference big-time," Scott said. "The guy grabbed my facemask and pulled it and I lost track of the ball."

UT punted and Nebraska drove 96 yards on the ensuing drive to go up 24-14.

"You have to take the bitter with the sweet," Martin said. "Last year I threw the same type of balls and they were caught and we were national champions."

The Huskers had made it 31-14 with another long, drawn-out drive before UT scored again.

"We start on next year now," receiver Cedrick Wilson said. "I gathered the guys coming back, and said we got next year."