Three Kentucky fans watch from the sidelines as their team warms up.
Freshman guard Aaron Holiday (right) and sophomore center Thomas Welsh (left) wait for their names to be announced for UCLA's starting lineup.
The Wildcats huddle before the tipoff.
Junior guard Bryce Alford hypes up the UCLA team before tipoff.
Kentucky guard Tyler Ulis attempts to get a shot over a defending Welsh.
Wildcat forward Alex Poythress hangs from the rim with his eyes closed from disappointment after missing an alley-oop dunk attempt.
Bryce Alford slams the ball down in protest after a no-call by the referee.
Bryce Alford's teammates, sophomore forward Jonah Bolden (right) and Holiday (left) help Alford up.
Poythress snatches a rebound over junior guard Isaac Hamilton.
Hamilton secures a one-handed defensive rebound.
Poythress (center), Kentucky forward Isaac Humphries (right) and Kentucky guard Isaiah Briscoe (left) clamor for the same loose ball.
Wildcat guard Jamal Murray tries to secure the ball from a defending Hamilton and Welsh (hand on elbow).
Actress Jessica Alba sat courtside for the first half.
Senior forward/center Tony Parker opens up the Bruin scoring in the second half with a layup and one.
Welsh, UCLA's top scorer with 21 points, dunks the ball after a feed from Parker
UCLA assistant coach Ed Schilling yells out instructions from the bench.
Hamilton and Kentucky forward Skal Labissiere fight over a loose ball on the Wildcats' end of the court.
6-foot-3 freshman guard Prince Ali posterizes Poythress, who is 6-foot-8.
Ali celebrates the dunk amid a sea of cheering fans.
Kentucky forward Derek Willis fouls Parker on a shot attempt.
Hamilton attempts to get a basket over a defending Willis.
Four-time NBA champion Shaquille O'Neal was in attendance at the UCLA Kentucky game.
Bryce Alford ends a drive to the basket with a reverse layup.
Kentucky coach John Calipari yells out from the sidelines.
Bolden makes a crucial block in the dying minutes of the second half on Ulis' shot attempt.
UCLA coach Steve Alford places his hands on his head in disbelief after Hamilton fouls Murray on a 3-pointer attempt.
Ali clenches his fist in celebration after Welsh grabs a defensive rebound off a Kentucky miss.
UCLA fans rush the court to celebrate the Bruins' upset over the nation's No. 1-ranked team.
UCLA football freshman quarterback Josh Rosen congratulates Welsh after the win.
Former UCLA guard and current video coordinator Kory Alford slings his arm over Holiday after the UCLA win.
An emotional Ali hugs Steve Alford before walking off the court.