TEMPE, Ariz. (AP) — Some were rolling around the rim, then falling out. Others just clanked away.

Almost nothing was falling for Arizona State on Sunday night — until the shots mattered the most.

Tra Holder and Jonathan Gilling both sank 3-pointers in the final two minutes and Arizona State rallied from a 10-point second-half deficit to pull out a 64-59 victory over USC on Sunday night.

Holder's 3 tied it at 56-56 with 1:59 to play and Gilling's put the Sun Devils (15-12, 7-7 Pac-12) ahead for good 59-56 with 42 seconds remaining.

The Sun Devils were 4 of 23 from 3-point range before making two of their last three. Gilling was 1 of 6 before drilling the big one. He had just missed one, but Gerry Blakes grabbed the rebound and called timeout. After the inbounds pass, the shot clock was about to expire before Gilling's go-ahead 3.

"That's what they always say, right?" he said. "When you're a shooter the only shot that counts is the next one."

Blakes' play was the one USC coach Andy Enfeld lamented.

"We played good defense," he said, "but unfortunately, I wish we could have had that one rebound."

Gilling had made just five of his last 23 3-pointers before he made his last one Sunday.

"Even though Jon hasn't been shooting his best as of late, I'm putting him in the game in that situation," coach Herb Sendek said, "because it's not only if he makes the shot himself, he opens up the floor so much because the opponents respect his shooting."

The Trojans (10-17, 2-13) led 51-41 after Kahlil Dukes' jumper with 9:53 remaining before Arizona State took control with a late 12-0 run.

Dukes scored a career-high 18 to lead USC, equaling his total for the entire season going into the game.

USC was without its usual starting backcourt after shooting guard Katin Reinhard was sent home for violating team rules. Point guard Jordan McLaughlin missed his third straight game with a shoulder injury.

"I'm very proud of our players. They're playing hard, they're competing, we're undermanned right now," Enfeld said, "and to have a chance to win the game is all you can ask for. But unfortunately down the stretch they made a few big, big shots and we didn't."

Blakes led Arizona State with 12 points. Bo Barnes added 11 for the Sun Devils, who have won four of five to climb to .500 in the conference after starting the Pac-12 season 0-4. Holder and Shaquielle McKissic added 10 apiece. Elijah Stewart scored 11 points for USC.

The Sun Devils won despite shooting 32.8 percent (19 of 58). USC, 0-8 on the road in the Pac-12, shot 45.5 percent (25 of 55).

Arizona State outscored the Trojans 23-8 over the final 9 ½ minutes, 14-3 over the last four.

The difference was at the foul line, where the Sun Devils made 20 of 26 and the Trojans 3 of 5.

Holder's 3-pointer was his only field goal of the game. Gilling had made 1 of 6 3-pointers before making the one to put Arizona State ahead.

USC used a 13-2 run to go up 43-35 on one of Dukes' four 3-pointers with 13:45 to play, and then stretched it to that 10-point advantage.

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TIP-INS

USC: Reinhardt tied the school record for most 3s in a game when he hit nine against Colorado. Reinhardt and McLaughlin average a combined 24 points.

Arizona St.: The Sun Devils' shooting percentage (32.8) was the second-lowest in a victory for the Sun Devils since Sendek became coach in 2006. The 1974-75 and 1994-95 NCAA tournament teams were honored at halftime. The Sun Devils have won 21 of their last 24 home games. The well-publicized "Curtain of Distraction" in the students' end of the court didn't see much action, since USC was 2 of 3 from the foul line when it was at that end of the court.

UP NEXT

USC: Plays Washington State at home on Wednesday night.

Arizona St.: at Utah on Thursday night.