John Calipari decided late Monday night to sleep on Kentucky's offer to become its next basketball coach, a source close to the situation said.
The two sides had inched ever closer to a deal throughout Monday that could make him the highest-paid coach in the country.
While Calipari met with Memphis officials earlier Monday, representatives for both sides were working out details of an agreement. Sources told ESPN.com that the offer is believed to be for eight years and around $35 million.
Florida's Billy Donovan is currently the highest-paid coach in the country, securing a deal for $3.5 million per year after his second national championship.
Calipari had a morning meeting with his players to discuss his interest in the Kentucky opening, and players came away convinced their coach would leave for Lexington, the Memphis Commercial Appeal reported, citing a source close to the situation.
"He told us he's going to keep us posted," Memphis freshman forward Wesley Witherspoon told WHBQ-TV in Memphis.
The Commercial Appeal also reported that after meeting with his players, Calipari met with a number of influential Memphis boosters. While the meeting was at first said to be a last-ditch effort to persuade Calipari to stay, another source told the newspaper that Calipari was lobbying for Tony Barbee, the current coach at UTEP, to succeed him in Memphis. Barbee played for Calipari at Massachusetts and was previously his assistant at Memphis.
Memphis officials and boosters were still working to keep Calipari as of Monday night, according to the report.
The Wildcats had a short meeting at their practice gym Monday afternoon. Asked afterward if they had a new coach, senior Jared Carter said, "I think so." Asked if it was Calipari, Carter shrugged his shoulders and said, "I don't know."
Calipari met with Kentucky officials on Sunday at an undisclosed location, at which time he was given an outline on the length of a deal and contract dollars to succeed Billy Gillispie, the source said.
Kentucky acknowledged Monday that it had asked for, and received, permission from Memphis to speak to Calipari.
According to The Associated Press, Memphis athletic director R.C. Johnson said in a statement that the university will do whatever it can to retain Calipari, who has four years left on his contract paying him $2.35 million annually.
But more than money, Calipari has to decide if he wants to leave a program that he has transformed into a national championship contender for Kentucky, one of the most tradition-rich programs in the sport that has recently fallen upon hard times.
Calipari's top recruit, DeMarcus Cousins, has made an oral commitment to Memphis, but because national letters of intent do not have to be signed until next month, Cousins could easily follow Calipari to Kentucky if he were to become the Wildcats' coach.
Calipari has a longstanding rivalry with Louisville coach Rick Pitino, who coached Kentucky to a national championship in 1996, and would have the opportunity to go head-to-head with him within the borders of a state that considers college basketball to be the national pastime.
Gillispie was fired on Friday after two seasons as coach of the Wildcats and a 40-27 record. Kentucky this year missed the NCAA tournament for the first time since 1991.
Kentucky athletic director Mitch Barnhart has said the search to replace Gillispie will focus on finding someone who can match the passion of the school's rabid fan base.
The Tigers lost 102-91 to Missouri on Thursday to end a 27-game winning streak, finishing 33-4 for their fourth straight 30-win campaign. Memphis is also the nation's only team with a No. 1 or No. 2 seed in the NCAA tournament the past four years.
Calipari, 252-69 in nine seasons at Memphis and 445-140 overall, was named the Sports Illustrated coach of the year before the start of the NCAA tournament, the first time he received SI's award. Calipari was the Naismith coach of the year last season, joining Duke's Mike Krzyzewski as the only coaches to be named the winner twice since the award's inception in 1987.
Calipari went 193-71 in eight seasons at Massachusetts from 1988 to 1996, culminating with an Elite Eight appearance in '95 and a trip to the Final Four in '96.
Calipari, a graduate of Clarion State (Pa.) in 1982, also coached the NBA's New Jersey Nets from 1996 to '98, going 72-112 before his ouster early in the 1998-99 season.
Andy Katz is a senior writer for ESPN.com. Information from The Associated Press was used in this report.