Memphis, Tulane, South Florida and UTSA have reaffirmed their commitment to the American Athletic Conference, the universities and conference announced Monday, spurning interest from the Pac-12 to join that rebuilding conference.

The schools had seen presentations from the Pac-12 but ultimately felt the league’s uncertainty and travel weren’t enough to leave an AAC that is exploring new revenues and models. The AAC’s large exit fees were also a major hurdle.

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It’s a blow to the Pac-12’s six schools, which were hoping to create a “Best of the Rest” conference that would’ve been the top non-Power 4 league, with a good shot at its champion getting a College Football Playoff spot. The schools are Washington State, Oregon State, Boise State, Colorado State, Fresno State and San Diego State, with the latter four set to join in 2026.

The league and its consultants had pitched potential TV revenue of up to $10 to $15 million to AAC members. But the numbers and networks are theoretical, as the Pac-12 wouldn’t be expanding on a previous TV deal. That made the AAC schools cautious.

The AAC, meanwhile, pitched itself on having exposure through an ESPN deal that runs into the early 2030s. It’s also easier for kickoff windows and for travel.

Commissioner Tim Pernetti has been working on private capital investments that would inject more money into the conference. The AAC itself has been the top football league in the Group of 5 since it was formed a decade ago, even with recent defections to the Power 4. Tulane, Memphis and USF specifically receive around $7 to $8 million in TV revenue as legacy members of the conference, but other newcomers like UTSA receive only around half of that.

The AAC has also targeted Texas State in addition to Air Force and UNLV, from the shrinking Mountain West as potential expansion candidates beyond this group.

The AAC includes Army and Navy as football-only members. Adding Air Force would give it the three service academies playing FBS football , but it’s possible Air Force could join as a full member with other sports, if it decided to join.

The Pac-12 is expected to look back west at more Mountain West schools like Air Force, UNLV and Utah State. While the Pac-12 and Gonzaga have had conversations, no agreement or announcement is imminent, people briefed on the situation tell .

The Pac-12 and its four new members are set to owe around $111 million to the Mountain West in exit and poaching fees, but a scheduling agreement signed by the leagues last year would waive all fees if the Pac-12 were to absorb the entire Mountain West.

The remaining eight Mountain West schools have been waiting to see what shakes out elsewhere. While the conference is trying to get the members to stay committed to the league and each other, potentially through a grant of rights or sharing all that exit fee money due their way, this Pac-12 news could change the calculus. Per Mountain West rules, an agreement by two-thirds of the league’s members would be needed to dissolve the conference, another semi-merger possibility that could get rid of exit fees.

This article originally appeared in The Athletic.