ATLANTA (AP) Kentucky seemed to make all the big plays down the stretch. Even then, North Carolina still had a chance to pull out the victory.

But the Tar Heels threw it away.

Rob Dillingham scored 17 points, including two straight baskets to swing the momentum back to Kentucky, and the 14th-ranked Wildcats held on for an 87-83 victory over over the No. 9 Tar Heels on Saturday.

North Carolina squandered a chance to go for a tying 3-pointer when Elliot Cadeau, rushing the ball up the court, delivered a pass off the back of Cormac Ryan, who was looking the other way.

RJ Davis scrambled to recover the loose ball but wound up dribbling across the center line for a backcourt violation.

“It's just a turnover,” coach Hubert Davis said, brushing off any attempt to dissect what his team was trying to do. “The play was not to turn it over.”

Aaron Bradshaw was fouled and knocked down a free throw with 4.7 seconds left to seal the victory for Kentucky (8-2), which prevailed in the second game of the CBS Sports Classic at State Farm Arena. Ohio State beat UCLA 67-60 in the opening game of the made-for-TV doubleheader.

Davis scored 27 points and Ryan added 20 for the Tar Heels (7-3). The Wildcats were much more balanced, with eight players scoring at least seven points.

“When they're making plays at the end of the game to win game, that shows you what kind of team they are," Kentucky coach John Calipari said. “The upside for this team is really up. Let's see if we can get there.”

Coming off an 11-day break after an 87-76 loss at No. 5 UConn on Dec. 5, North Carolina trailed nearly the entire game. The Tar Heels finally grabbed their first lead, 72-71, on a pair of free throws by Armando Bacot with 5:15 remaining.

But Kentucky didn’t waver.

Bradshaw scored off a putback, and then Dillingham went to work. He pulled off a shifty move in the lane to lose his defender for a finger roll lay-in, and wound up with another easy one from a fast break after a Tar Heels miss.

Just like that, the Wildcats reclaimed a 77-72 edge.

Clinging to an 83-81 lead, Kentucky made another huge play off an inbounds play with just 3 seconds left on the shot clock. Tre Mitchell missed a hurried 3-pointer from the corner, but Bradshaw grabbed the rebound with Davis hanging on him, drawing a foul before the clock expired.

Bradshaw made both free throws with 46.3 seconds to go, and the Wildcats held on from there with a little a little help from the Tar Heels.

The Wildcats led 11 in the first half, thrilling their fans who journeyed to the city known as “Cat-lanta” for Kentucky's dominance over the years when playing in the A-T-L.

But North Carolina seized the momentum just before halftime, scoring the final eight points - including 3-pointers by Ryan and Seth Trimble - to head to the locker room only down 40-38.

Ryan scored 12 points in the opening half, hitting 5 of 6 shots while the rest of the team shot a cumulative 8 of 25 from the field.

The Wildcats led at the break despite making only 14 of 41 shots.

BIG PICTURE

North Carolina: The Tar Heels were dominated on the boards. Kentucky finished with a 42-32 edge that included 18 offensive rebounds - none bigger than the play by Bradshaw in the final minute. “It's just the will, the want-to,” Davis said. “We've got to find a way to be a better rebounding team.” Seventeen turnovers didn't help, either, especially the last one.

Kentucky: The Wildcats pulled off their second win of the season against a Top 10 team, having also beaten then-No. 8 Miami in the ACC-SEC Challenge. This one felt especially good after that inexplicable setback to another school from the Tar Heel State, an 80-73 loss at home to UNC-Wilmington on Dec. 2.

UP NEXT

North Carolina: Faces Oklahoma on Wednesday night in the Jumpman Invitational in Charlotte, North Carolina.

Kentucky: Heads to Louisville on Thursday night for a matchup with their struggling state rival and embattled coach Kenny Payne, who is reportedly in danger of losing his job.

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