The last time an unranked UNC team beat a Top 10 team on the road was March 4, 1990, when the Tar Heels defeated fifth-ranked Duke, 87-75, at Cameron Indoor Stadium.
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Just when the Tar Heels (4-1) needed it the most, Reyshawn Terry emerged as the scorer he was touted to be in preseason.
"I got on Terry the other night in the second half of the game and he reacted very well," said Williams, now 2-1 versus the Wildcats as UNC's coach. "Terry came back this week and had a really good week of practice. He's a young man that wants to do the right thing. He just has to keep his concentration a lot better."
Terry scored the team's first basket and went on to enjoy a career-high 25-point scoring effort, as well as pulling down seven rebounds and converting 9-of-10 free throws for his most complete collegiate performance to date.
"We were just moving the ball real well in our motion offense and I got some good looks," Terry said. "I knew that I would have to come to play tonight in a big road game against a top-10 team. I knew I had to come out and be more aggressive."
Behind Terry's 16 first-half points, 7-of-16 shooting from three-point range and a solid defensive effort on UK guard Rajon Rondo, the Tar Heels sprinted to the locker room with a surprising 44-32 lead at the half.
But the Wildcats (3-2) were still not impressed, as Carolina had to weather a furious Kentucky rally complete with a 12-2 run to begin the second half.
With UNC's lead down to 46-44 just 4:03 removed from intermission, a 3-pointer by Bobby Frasor was followed by a Terry drive and basket.
At the 14:30 TV break, the UK fans were back in it, but their team still trailed 51-46. Then, two minutes later, Tubby Smith found himself signalling for a 30-second timeout after a 6-0 UNC run. A lay-up by Marcus Ginyard had just extended Carolina's lead back to 59-49.
"We just had to re-focus," Ginyard said, jokingly declining to comment on what an emphatic Coach Williams had said to the team during a timeout.
David Noel, who connected on 3-of-5 threes, finished with 15 points, including a nasty tomahawk dunk in the second half that left 23,860 Rupp patrons tongue-tied.
"I just felt really good today," Noel said. "I tried one in the first half, but I didn't get up high enough. But once I got warmed up during the game, I got an open look and was able to finish."
When the Tar Heels led 80-73 with 19 seconds left, boo-birds began to migrate into the home of the nation's all-time winningest college basketball team.
Frasor's numbers may have been ordinary (nine points, two assists), but his floor generalship was outstanding. His running hook shot in the lane that catapulted Carolina to its biggest lead of the day at 71-58, demonstrated shades of the throwback player he is.
"I thought Frasor did a good job of controlling the tempo with his team," UK coach Tubby Smith said.
But by far the Tar Heels' most unsung performance came from Wes Miller, who nailed three crucial rainbows from beyond the arc as well as providing steady defense at the point. Miller's 12 points was a career-high.
"I had been shooting the ball real well in practice all year and I didn't get any looks against Illinois," said Miller, who was 3-of-5 from long distance. "My teammates found me tonight and I have a lot of confidence in shooting the ball."
Ginyard's short jumper with 3:48 left, halted a late Wildcats' surge to push the UNC lead back to seven. A subsequent Kentucky turnover would give the ball right back to the Tar Heels up 73-66.
Ginyard, who continues to play beyond his years, led the Tar Heels with three assists, while committing just one turnover.
"It was just another game and we knew we had to come in here and do what we knew we had to do," said Ginyard, who scored eight points, which included two key free throws in the game's final minutes.
After seeing his team miss an opportunity at a late comeback attempt in Tuesday's loss to Illinois, Williams was about to find out if this year's young squad could finish off a monumental win on the road – it's first test away from home.
And he got his wish, aided by a 3-pointer at the top of the key from Noel, eerily similar to the game-winner in the Tar Heels' season opening win over Gardner-Webb.
Rondo, who rarely let an assist opportunity stand in the way of creating his own shot, did manage a game- and career-high 20 points. But his last four field goals came on consecutive lay-ups in the final 23 seconds, when the Tar Heels were trying to avoid fouling as they salted away the win at the free throw line.
Kentucky's point guard finished the game with a 5/4 rebound/assist ratio. Under the watchful eye of Frasor, Miller and Ginyard, he also committed three turnovers.
"Rajon Rondo is so hard to keep in front of you as a defensive player," Williams said. "I would have liked to have forced Kentucky to take more time off the clock at the end, but Rondo is so quick he was able to score from baseline to baseline in three to four seconds."
All three of the UNC guards assigned to guard Rondo agreed Tuesday night's experience guarding the Illini's Dee Brown helped them prepare for Rondo.
"It helped us knowing we were down 12 or 13 to Illinois and that we could fight back and cut the lead down," Miller said. "It made us believe we could compete with anybody, no matter what the critics or the media says.
"So coming in here today we were confident, and obviously, it showed."
The Tar Heels committed just 11 turnovers – a season-low, while out-rebouding Kentucky, 37-30.
"Roy Williams had his team really ready to play today," Smith said.
Carolina now leads the all-time series with the Wildcats, 18-10.
UNC returns to action at home versus Saint Louis (2-1) of the Atlantic 10, Wednesday at 9 p.m.