CLEVELAND -- Preston Shumpert knew what was riding on a flick of his wrist.
Shumpert's jumper from in front of the Syracuse bench with 37 seconds left was the difference as the Orangemen held off Kentucky 52-50 on Saturday in the second round of the Midwest Regional.
"When you get shots like that in the clutch, the first thing you usually do is tense up. I'm glad I didn't," Shumpert said.
Wildcats freshman Keith Bogans had a chance to tie the game in the closing seconds, but his off-balance 10-footer came up short and Tayshaun Prince missed on a tip as the horn sounded.
It was a fitting end to a game in which both teams struggled offensively.
"It looked like an ugly game," Syracuse coach Jim Boeheim said, "but we're moving on."
The Orangemen (26-5) will play top-seeded Michigan State on Thursday in the regional semifinal in Auburn Hills, Mich. Kentucky (23-10) goes home with only its third loss in its last 24 NCAA tournament games over five seasons.
Syracuse, which lost to Kentucky in the 1996 championship game, won despite not having leading scorer and rebounder Etan Thomas for most of the second half. He was watching from just a few feet away as Shumpert's shot fell, having fouled out with 3:46 left.
"I've got a lot of confidence in my teammates," Thomas said. "They've been in situations before when they've had to play without me. They knew they had to step up, and they did."
Thomas, the school's career leader in blocked shots, picked up his fourth foul away from the ball with 13:22 left and sat out the next five minutes.
While he was out, a 33-31 Syracuse lead was transformed into a 42-40 deficit as Kentucky pounded the ball inside to twin towers Jamaal Magloire and Jules Camara. Magloire scored the first four points and Prince -- scoreless to that point -- supplied the last 10 of what would be a 14-9 run.
Thomas returned and scored the Orangemen's next four points, keying an 8-3 spurt for a 48-45 lead. But Thomas was called for his fifth foul with 3:46 left when he hacked Prince on a drive in traffic.
Prince hit one foul shot and Camara followed with a pair of thunderous dunks as the Wildcats pulled even at 50 as the clock hit the two-minute mark.
The teams traded turnovers before Jason Hart drove the left side of the lane and whipped a long bounce pass to Shumpert on the opposite side of the court.
"That's one of our designed plays," Hart said. "I didn't go over the top. I went backdoor and found him."
After releasing the shot, Shumpert made contact with Prince and fell to the floor.
"I just tried to hold my follow-through as long as I could," the 6-foot-7 sophomore said. "The ball came to me and I just tried to step up and knock it down."
Boeheim jumped while holding his arms up in the 3-point signal, trying to influence the officials.
Kentucky set up its offense after three late timeouts and a Syracuse foul that stopped the clock with 5.9 seconds left. The Wildcats decided to give the ball to Bogans, their third-leading scorer.
"We designed it for Keith coming off a screen," Magloire said.
But with the Orangemen bunched inside in a tight zone, Bogans couldn't get off a decent shot once he drove.
"With only 5.9 seconds left, it was tough to get through that zone," Prince said.
Shumpert was the only Syracuse player in double figures with 12 points. Thomas had nine points, 10 rebounds and three blocked shots. Ryan Blackwell, forced to do most of the work inside in Thomas' absence, had nine points and seven rebounds. Three teammates had at least six points.
After winning its first 19 games, Syracuse came into the tournament having won only half of its last 10 games.
"I don't think anybody expected us to get this far, especially after the sluggish way we ended the season," Blackwell said.
Magloire had 12 points and nine rebounds for the Wildcats and Bogans also had 12 points. Prince and Camara had 10 points apiece.
Kentucky, which got by St. Bonaventure 85-80 in two overtimes in the first round, had won 11 of its last 12 second-round games. It hadn't lost in the second round since falling to Marquette six years ago.
The Orangemen, even without substantial help from Thomas, outrebounded the Wildcats 40-33 and had 21 offensive rebounds. Kentucky also had 19 turnovers.
"What killed us was second-chance points," Kentucky coach Tubby Smith said. "And we had some curious turnovers."
Both teams struggled offensively, with Kentucky shooting 40 percent and Syracuse hitting just 20-of-63 shots from the field (32 percent). The Orangemen were 4-of-21 on 3-pointers.
"We were lucky," Boeheim said. "It was one of those games where no one could make a shot."
Except for the one by Shumpert.