Memphis is a city in the U.S. state of Tennessee. It is the seat of Shelby County, in the southwesternmost part of the state, and is situated along the Mississippi River. With a population of 633,104 at the 2020 U.S. census, Memphis is the second-most populous city in Tennessee after Nashville.

Tennessee, officially the State of Tennessee, is a landlocked state in the Southeastern region of the United States. It borders Kentucky to the north, Virginia to the northeast, North Carolina to the east, Georgia, Alabama, and Mississippi to the south, Arkansas to the southwest, and Missouri to the northwest. Tennessee is the 36th-largest by area and the 15th-most populous of the 50 states. Tennessee is geographically, culturally, and legally divided into three Grand Divisions of East, Middle, and West Tennessee. Nashville is the state's capital and largest city, and anchors its largest metropolitan area. Other major cities include Memphis, Knoxville, Chattanooga, and Clarksville. Tennessee's population as of the 2020 United States census is approximately 6.9 million.