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See complete roundup on D3Georgia Tech's season was a blink of the eye from being over. Yellow

Jackets coach Bobby Cremins was ready to walk down the floor and congratulate Southern Cal's George Raveling on the Trojans' victory.Then freshman James Forrest provided Tech with what Cremins called "the miracle in Milwaukee."

With eight-tenths of a second on the clock, Forrest caught a frantic inbounds pass from teammate Matt Geiger, turned around and hit his only 3-pointer of the season - a 24-footer from behind the NBA line - to give Tech a stunning 79-78 second-round victory Saturday in the NCAA Midwest Regional.

"It was an unbelievable shot. I got it, turned around and threw it up and just hoped it would go in," Forrest said. "It took a few seconds before I realized what had happened."

Rodney Chatman's jumper with three seconds left had given USC a 78-76 lead. Tech inbounded the ball to Jon Barry and he lost his dribble at midcourt, but the ball went off Chatman with eight-tenths of a second left.

"Jon dribbled it off the Southern Cal player and at that point it was a prayer," Cremins said.

"We had hoped to get the ball into Jon's hands and I thought, `Maybe Jon will bank one in.' Who knows? It was complete chaos. But we couldn't get it in his hands. I was just hoping Matt would throw it in. I had started to go down to shake George's hand and then I turned around."

Forrest yelled for the ball from Geiger, who just beat the five-second count with his inbounds pass.

"I got it and said, ` I got to do something. I can't take the time to dribble.' As soon as I caught it, I squared my body toward the basket and threw it up," Forrest said.

Forrest was mobbed by his teammates and Tech fans swarmed the court.

Seventh-seeded Tech (23-11) moves on to Kansas City to play Memphis State in the regional semifinals. The Tigers (22-10) beat Arkansas 82-80 in Saturday's first game at the Bradley Center.

"Bobby was the same as me," Raveling said. "We were just frozen, waiting to see what transpired. It was in God's hands.

"One of us was going to go home happy, one of us was going to go home sad," said Raveling, whose team had been 9-0 in games decided by five or fewer points. "We've been on the other side of the ledger more times than not this season."

Barry made six 3-pointers and finished with 20 points. Malcom Mackey had 16 and Forrest 15 for the Yellow Jackets. Second-seeded Southern Cal (24-6) was led by Harold Miner with 18 points - 14 in the second half - and 14 from Yamen Sanders.

After Travis Best's jumper gave the Yellow Jackets a 71-69 lead, Barry hit his sixth 3-pointer to cap a 13-2 run that made it 74-69 with three minutes left.

But Mark Boyd's follow-up basket brought the Trojans within two and then Miner hit a jumper in the lane to tie the game with 1:44 left.

Lorenzo Orr got a rebound and scored after a Tech turnover to give the Trojans the lead, but Barry hit a jumper for a 76-76 tie with 53 seconds left.

Southern Cal then held the ball and let Chatman go one-on-one. He drove to the right side and hit a short jumper with three seconds to put the Trojans ahead.

Miner had eight points, including a pair of 3-pointers, to spark the Trojans during a 15-4 second-half run. Sanders, scoreless in a first-round victory over Northeast Louisiana, also had two baskets as the Trojans opened up a 60-49 lead with 12:46 remaining.

But Forrest scored five straight points and Barry hit his fifth 3-pointer, trimming the deficit to 62-59 with 10:27 left. Miner's two free throws and a pass to Mark Boyd for a layup moved the lead back to seven before Tech began its final rally.

Memphis St. 82, Arkansas 80

David Vaughn followed his own miss with eight seconds to play, lifting Memphis State to an upset over No. 9 Arkansas and sending the Tigers into the final 16 for the first time since 1985.

Vaughn, nephew of coach Larry Finch, scored 26 points on 11-for-15 shooting for Memphis State (22-10), which beat Arkansas for the second time in six weeks.

Lee Mayberry missed a long 3-pointer with three seconds left as Arkansas (26-8) continued its slide since reaching the Final Four in 1990. The Razorbacks, who blew a 12-point second-half lead, lost in the round of eight last year.

Backup Darrell Hawkins had 22 points for Arkansas, including two free throws that made it 80-80 with 55.3 seconds left.

On its next possession, Memphis State worked the 45-second clock near expiration before Vaughn took a 16-foot jumper that hit the rim and came off. The freshman then chased down the rebound and put in the winner.

Vaughn scored the final six points for Memphis State, which was playing without ballhandlers Anfernee Hardaway and Tony Madlock, who had fouled out.

Todd Day, a Memphis native who wanted to atone for Arkansas' 92-88 loss at Memphis State on Feb. 8, scored 14 points on 5-for-7 shooting - including three 3-pointers - in the opening 4:53 as the Razorbacks took a 19-6 lead.

But he missed the only three other shots he attempted, committed five turnovers and fouled out with 6:48 to go.