TCU started the scoring with a 3-yard touchdown pass from quarterback Casey Printers to wide receiver George Layne to open up a 7-0 lead. Southern Miss tied it in the 1st quarter when Leo Barnes intercepted a pass, and returned it 50 yards for a touchdown. In the second quarter, Jeff Kelly threw a 9-yard touchdown pass to LeRoy Handy for a 14-7 Southern Miss lead.
TCU running back LaDainian Tomlinson scored on touchdown runs of 7 and 33 yards in the third quarter, as TCU took a 21-14 lead into the fourth quarter. In the fourth quarter, Jeff Kelly threw a 56-yard touchdown pass to LeRoy Handy to tie the game at 21. He threw the game winning touchdown pass with 8 seconds left, with a 29-yard pass to Kenneth Johnson.