Growing up in Memphis, Tennessee, Bill Barnes played football at Central High School where he was named All-Southern his senior year. Upon graduation Barnes was recruited by many of the top schools in the SEC, but then Major Robert R. Neyland, Athletic Director and Head Football coach at the University of Tennessee, made sure Barnes found his way to Knoxville. During the three years Bill Barnes played for Tennessee the team lost only three regular season games. His junior year UT won 11 games before losing to Oklahoma in the Orange Bowl. The next year, Barnes’ senior season, the 1939 Tennessee team was undefeated and unscored upon in regular season play. Following graduation and a brief stint in high school coaching, Barnes entered World War II and was assigned to the South Pacific. He was awarded the Legion of Merit, the Silver Star and the Bronze Star prior to his discharge in 1946 with the rank of Major. His first college coaching position was at the University of Arkansas where he remained until 1949 when he joined Coach Red Sanders at UCLA. He served as assistant on the UCLA staff until 1958 when he was named head coach of the Bruins in 1959 and served in that position until 1966
