The Knights (4-7, 3-4 Conference USA) scored early and then held on as Memphis limited UCF to 42 yards offense in the second half.
Despite strong defensive play by the Tigers (5-6, 3-4), Memphis was unable to execute offensively in key situations, even after cutting the lead to a touchdown in the fourth. Memphis turned the ball over on downs at the UCF 44 in the final minute.
Memphis quarterback Arkelon Hall, in his first game back after breaking his right thumb Oct. 18 against East Carolina, struggled most of the day, completing 15-of-35 passes for 183 yards.
Memphis got within a touchdown with 8:24 left after benefiting from a pass interference call against defensive back Emery Allen. On the next play, Steven Black took the direct snap at quarterback and went over from 3 yards.
But UCF would not let the Tigers get any closer.
The Memphis defensive effort included 12 tackles for loss in the game.
The Knights, who were coming off a 30-14 victory at Marshall, gained momentum early after a pair of Memphis mistakes.
On the ensuing drive, Hall and Memphis running back Charlie Jones failed to connect on a handoff, and Knights linebacker Derrick Hallman scooped up the bouncing ball and returned it 26 yards for a 14-0 UCF lead.
Memphis would at least cut into the lead when Hall connected with Duke Calhoun for a 54-yard touchdown for the Tigers? only score of the half.