California entered the bowl with a 7–5 record (4–5 in conference). The Golden Bears finished in a three-way tie for second place in the Pac-12's North Division. They were 1–2 against ranked teams, defeating Washington while losing to Oregon and Utah. This was California's second Redbox Bowl; their 2008 team won the then-Emerald Bowl over Miami (FL), 24–17.
Illinois entered the bowl with a 6–6 record (4–5 in conference). The Fighting Illini finished in fourth place of the West Division of the Big Ten. They were also 1–2 against ranked teams, defeating Wisconsin while losing to Michigan and Iowa. This was also Illinois' second Redbox Bowl; their 2011 team won the then-Kraft Fight Hunger Bowl over UCLA, 20–14.