ATHENS — Kenny Gaines kept Georgia close by matching Marshall Henderson's five 3-pointers.

Still, with the game tied and only 1.5 seconds remaining, third place in the Southeastern Conference was riding on Charles Mann's free throws, and the Georgia sophomore said his confidence never wavered, even after he missed his first attempt.

Gaines scored 21 points and Mann hit the go-ahead free throw to lift Georgia past Mississippi 61-60 on Saturday, leaving the Bulldogs alone in third place in the SEC.

"I knew I was going to make it," Mann said. "I had a lot of confidence."

After a three-point play by Jarvis Summers of Ole Miss tied the game at 60-all, Mann dribbled away most of the final 30 seconds before driving and cutting, drawing a foul from Ole Miss freshman Dwight Coleby. Overtime was a possibility after Mann missed the first free throw.

"I just wanted to stay composed," Mann said. "I just kept on believing and knocked down the second one."

The Rebels couldn't complete a desperation full-court pass as the game ended.

Ole Miss coach Andy Kennedy said "inexperience at the end" hurt his team, with Coleby, a 6-foot-9 freshman, unable to avoid the foul against Mann, the quicker guard.

"I put him in for one reason, because he was rebounding," said Kennedy of Coleby, who made his first career start. "... Mann, a veteran player, shot-fakes and leans in and made it happen."

Gaines had nine points in a 13-0 run midway through the second half that gave Georgia its first lead since early in the game. Mann had 17 points for Georgia (14-10, 8-4 SEC), which took its fourth straight win.

Following a win at Mississippi State on Wednesday night, a winter storm in Georgia forced the team to spend an extra night in Starkville, Miss., where they had their first practice for the Ole Miss game.

"We're starting to toughen up," said Georgia coach Mark Fox. "We've got some toughness about us, which allowed us to get through some adversity on the road and which allowed us to get through some adversity today."

Ole Miss (16-9, 7-5) has lost two straight, both on the road. The Rebels committed only three turnovers but were hurt by making only 16 of 26 free throws, despite Henderson making each of his seven attempts.

Henderson made five 3-pointers, including four in the first half, and led the Rebels with 24 points. In a change of strategy, Henderson didn't start, though he still played 15 minutes in the first half.

"I was just trying to change his mojo," Kennedy said. "He is shooting ... less than 25 percent in the first half on the road. That's not a winning formula. Just trying to find a winning formula."

Henderson, a senior, leads the SEC and ranks third in the nation with his average of 4.43 3-pointers per game.

With Gaines chasing him all over the floor, Henderson made only one of five 3s in the second half.

Ole Miss led 26-15 in the first half and 40-37 before a four-point play by Gaines gave Georgia its first lead since 7-6 and started the run of 13 unanswered points. Gaines added another 3-pointer and two free throws as Georgia took a 50-40 lead.

Ole Miss began its comeback after Georgia took its big lead at 53-42. Henderson, fouled on a 3-point attempt, made three free throws to cut the lead to 54-52. A jam by Anthony Perez tied the game at 54-all, but Perez was called for a technical foul for hanging on the rim. Gaines made one of two free throws to give Georgia a 55-54 lead.

Following an offensive foul on Georgia's Marcus Thornton, Henderson made two free throws to give the Rebels the lead. Summers, who had 11 points, added one free throw before Georgia's Nemanja Djurisic scored on a baseline drive for a 57-57 tie.

Thornton had seven points and 11 rebounds and Mann had eight rebounds. Georgia took a 49-34 advantage in rebounds.