AUBURN, Ala. (AP) - Mississippi had an awful night at the free throw line until it mattered most.

Marshall Henderson scored 15 points and made the game-winning foul shots with 7 seconds remaining to lift the No. 23 Rebels over Auburn 63-61 on Saturday night.

Ole Miss was an embarrassing 2 for 15 at the line before Henderson came through.

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``We weren't very efficient from the foul line,' coach Andy Kennedy said. ``We were close to 50 percent from the 3, but when you go 4 for 17 from the foul line and you can still find a way to grind out a road SEC win, I think it speaks to the character of this group and their will to win.'

Henderson went to the free throw stripe with the score tied after an off-the-ball foul was called on Shaq Johnson as Ole Miss (17-2, 6-0 Southeastern Conference) was inbounding under its own basket. Frankie Sullivan's last-second heave for Auburn was off the mark, and the Rebels escaped.

LaDarius White led Ole Miss with 17 points and Jarvis Summers added 14.

Chris Denson had 18 points for Auburn (8-11, 2-4).

Auburn led 33-31 at halftime and by as many as nine before Ole Miss came charging back in the second half.

The Tigers jumped out to a 9-0 lead and were still up by nine after Noel Johnson's 3-pointer with 5:21 to play in the first half.

From there, Ole Miss went on an 11-4 run to cut the deficit to two at halftime. White scored on a layup a minute into the second half to tie the game.

``Obviously it hurt,' Auburn coach Tony Barbee said about Ole Miss' run to close the first half. ``When you are up (nine) with 3 minutes to go you are supposed to finish that half out. I had to go to the bench a little bit during that time and when you go to the bench, you have guys contribute, not just offensively but defensively as well.'

Auburn trailed 61-56 with 3:30 to go before a quick 5-0 spurt tied the score with a minute to play. With less than 20 seconds left, Murphy Holloway blocked Denson's layup attempt and got the ball to the Rebels' Reginald Buckner in transition. But Shaq Johnson tracked down Buckner and blocked the ball out of bounds to set up the game's final sequence.

Shaq Johnson knocked Henderson to the floor as he rotated on the inbounds set and was whistled for a foul. Henderson hit both free throws to give Ole Miss a victory in a hostile environment.

``To me, the greatest compliment, I think, this program has been given is when other people are paying to see you play,' Kennedy said. ``Auburn is 8-10 and they've lost three in row. Having a sellout tonight, that was because Ole Miss had a rank in front of their name.

``I'm glad our guys responded.'