Ben McLemore went to the bench after his fourth foul, having put his slump behind him and with top-seeded Kansas closing in on a third straight trip to the regional finals.
McLemore didn't score again, and the Jayhawks couldn't finish the job.
Trey Burke scored all 23 of his points in the second half and overtime, including a long, never-a-doubt 3-pointer to tie the game in the final seconds of regulation, and Michigan rallied to beat the Jayhawks 87-85 in the South Regional semifinals Friday night.
McLemore, a freshman coming off two bad performances in his NCAA tournament debut, had 20 points when he came out, but got off just one more shot in the last 4 minutes of regulation and overtime.
Kansas (31-6) blew a 14-point lead in the last 6-plus minutes of regulation and became the third No. 1 seed ousted after Gonzaga and Indiana.
"Well, this will certainly go down as one of the toughest games that obviously we've been a part of and I've been a part of," Kansas coach Bill Self said. "But props to Michigan for making all the plays late."
The fourth-seeded Wolverines (29-7) were down five when Tim Hardaway Jr. missed a 3-pointer with 35 seconds left, but Glenn Robinson III won a scramble for the ball and hit a reverse layup to force Kansas to win the game at the free throw line.
The Jayhawks couldn't do it. Burke's tying shot — he pulled up from well beyond the arc just left of the key — came with 4.2 seconds left after Elijah Johnson missed a free throw moments after hitting two to keep the Kansas lead at five. Burke had then scored on a layup to get Michigan back to within three.
"We never had the mindset that we were going to lose the game," Burke said. "When we were down 14, we knew anything could still happen. It's March, anything can happen."
Michigan went to back-to-back championship games a generation ago with the Fab Five led by Chris Webber, Juwan Howard and Jalen Rose. But the folks in Ann Arbor will be talking for years about the shot by Burke under the huge video board Cowboys Stadium, just down the road from where Howard and Rose played their last game together with Ray Jackson and Jimmy King in a regional final loss to Arkansas in 1994.
The Wolverines will play the Florida-Florida Gulf Coast winner the regional final Sunday.
"Just to be able to get this program back to the Elite Eight, it feels good," Burke said. "But we want to go further."
The lead changed hands five times in overtime — the first OT game of the tournament — the last when Mitch McGary, who led Michigan with 25 points and 14 rebounds, hit a short jumper with Johnson in his face to put Michigan ahead 83-82.
The Jayhawks got a stop and had about 9 seconds to tie or win, but a jumbled possession ended with Naadir Tharpe missing a running jumper at the buzzer.
"We played like we were trying to hold onto something instead of just continuing to play," Johnson said.
Burke had eight points in the closing 14-4 run that tied the game, then gave Michigan its first lead since early with another long 3-pointer to make it 79-78 early in overtime. He hit a jumper on the next possession as well. He ended his oh-fer night by scoring eight straight points early in the second half to momentarily cut the deficit to two.
"In the second half, coach told me to be more aggressive so I looked for my shot more," he said.
But Kansas restored a 10-point lead built on dominating inside in the first half, this time with a 3-pointer and a tomahawk dunk on a breakaway by McLemore and a three-point play from Johnson.
Johnson, who picked up three fouls in just three minutes of playing time in the first half, gave Kansas its biggest lead at 68-54 with a 3-pointer from the corner with just under 7 minutes left.
Travis Releford had 16 points for the Jayhawks, while Jeff Withey had 12 points and eight rebounds.
"We had chance to seal the game, but we made some bonehead plays late," Releford said.
Kansas pushed out to a 10-point lead early by dominating around the basket. McLemore's first basket was the first outside the paint as the Jayhawks scored 34 of their 40 first-half points from inside while shooting 69 percent.
Withey put Kansas ahead 29-19 with a turnaround shot that had McGary shrugging at a teammate and saying, "I'm trying."