North Carolina coach Roy Williams, whose top-ranked squad is in town to visit Penn tonight, remembers well the last time he brought a team to meet the Quakers at the storied Palestra.

The date was Nov. 17, 1998, and Williams was in charge at Kansas. The Jayhawks got away with a 61-56 victory against a Quakers team that was led by guards Michael Jordan and Matt Langel and forward Paul Romanczuk.

"It was a close game," said Williams, who left Kansas to take over at North Carolina five years ago. "Jeff [Boschee] was a freshman, and he made a couple of baskets for us in the last minutes. It was an electric atmosphere. The crowd was going crazy. I got one of the few technicals I've received in my career."

This will be the first time Penn (2-6) has hosted a No. 1 team at the Palestra and just the third time its has played a No. 1 team. The event is also the first time a Philadelphia-area team has hosted a No. 1 at the Palestra since 1962 and the fourth time overall.

North Carolina (7-0) is coming off an 86-77 victory over Kentucky on Saturday in front of 24,252 fans at Rupp Arena, and a 66-55 win at Ohio State in a game that was played eight days ago before a crowd of 19,049 at Value City Arena in Columbus.

Still, Williams does not expect those outings to fully prepare his Tar Heels for what they will encounter at the Palestra, where there are 8,722 seats.

They will all be filled tonight.

"At Rupp and Ohio State, those places were so much bigger," Williams said. "But they were not like the Palestra. There'll be, what, eight-, nine-thousand people at the Palestra? They'll sound like the 24,000."

For Williams, who guided Kansas for 15 years, the 52-year-old Allen Fieldhouse was much like the even-older Palestra, which opened in 1927. Allen is almost twice as big as the Palestra, with a capacity of 16,300, but that arena has the same feel as its Philadelphia counterpart.

"I love both," said Williams, who now works out of the state-of-the-art Dean Smith Center. "They are old gyms, and I like old gyms."

Williams, who was inducted into the Naismith Memorial Basketball Hall of Fame in September, is 113-30 at North Carolina. The Tar Heels gave him his first national championship in 2005.

This year, North Carolina has won its first seven games for the first time under Williams and has all the ingredients necessary to make another run at the title.

Led by 6-foot-9 junior center Tyler Hansbrough (20.3 points and 9.4 rebounds per game) and former Episcopal Academy star Wayne Ellington (18.0 points), the Tar Heels have six players averaging seven or more points per game.

When North Carolina, then ranked No. 2, hosted Penn in January, the Tar Heels' 102-64 win marked the first time the Quakers allowed 100 points since Williams' Kansas team in 2000.

Penn took an 18-8 lead last season against North Carolina but trailed by nine at halftime. The Tar Heels had a 15-point advantage with eight minutes to go, and the Quakers' deficit grew from there.

The loss left Penn at 6-6 in coach Glen Miller's first season. The Quakers went on win their next five outings on their way to a 22-9 finish and a third straight Ivy League championship.

Penn is minus the senior nucleus from that squad.

"It was one of the games that turned around our season," Miller said of that game. "We hung in there for a while, and then the wheels fell off. We had a veteran team and didn't think we gave a good account of ourselves. And we came together as a team. [The rematch] is a great opportunity for us to get No. 1 in our building with a sellout crowd.

"It doesn't get any better than that. It's a huge challenge. We can't be timid. We have to be aggressive."

Mike Jensen and Joe Juliano will discuss the Penn-North Carolina game and the rest of the week in college basketball on this week's College HoopsCast. Download it at

hoopscast.

Contact staff writer Kevin Tatum at 215-854-2583 or ktatum@phillynews.com.