The game matched the Southern Miss Golden Eagles against the NC State Wolfpack of the Atlantic Coast Conference. The game was the first bowl game featuring the Golden Eagles and the Wolfpack, and was their eighth overall meeting. Southern Miss led the series 4–3 heading into the game, and the teams' previous meeting was in 1966, when the Golden Eagles defeated the Wolfpack 7–6.
The conference-independent Golden Eagles entered the game ranked 23 in the AP Poll. Their regular-season record was 8–3. The game represented the Golden Eagles' first appearance in the All-American Bowl.
The unranked NC State Wolfpack of the ACC compiled a 6–5 record before the game, including a 3–4 record against conference opponents. The game represented the Wolfpack's first appearance in the All-American Bowl.