Dustin Mouzon returned one of his two interceptions 99 yards for a touchdown and Mississippi stopped Memphis' potential game-tying 2-point conversion with 31 seconds left in a 23-21 victory Saturday.
Martin Hankins connected with Duke Calhoun on an 8-yard touchdown to pull Memphis within two points.
But Hankins' pass on the conversion was incomplete and Ole Miss won its third straight in the series that dates to 1921.
Seth Adams threw for 201 yards and and hit converted defensive end Greg Hardy for a touchdown in the first quarter in his first start.
Mouzon's scoring return late in the first half was one of two Rebels touchdowns off Memphis mistakes.
Ole Miss special teams got on the board in the first half when they blocked a Memphis punt and recovered the loose ball in the end zone.
Neither team looked particularly sharp as Memphis committed five turnovers and the Rebels had three fumbles.
The difference came as the Rebels capitalized on Memphis mistakes, and the Tigers squandered their opportunities.
Ole Miss led 20-0 at halftime thanks to those gifts from the Tigers.