ATLANTA — Otega Oweh made a pair of go-ahead free throws with 10.3 seconds left as No. 19 Kentucky upset No. 6 Duke 77-72 in the Champions Classic on Tuesday.

Andrew Carr led Kentucky (3-0) with 17 points, while Oweh chipped in 15. Amari Williams added 10 points and eight rebounds for the Wildcats, who finished on an 8-2 run after trailing by as much as 10 in the first half.

Duke (2-1) was led by freshman phenom Cooper Flagg’s 26 points and 12 rebounds. Kon Knueppel added 14 points, and Tyrese Proctor put up 12. Khaman Maluach tallied 10 points and seven rebounds in the loss.

Carr’s three-point play tied the game at 67 with 3:57 left before Oweh’s layup at the 2:40 mark gave the Wildcats their first lead since just past the midpoint of the first half.

Flagg answered with a three-point play, but Carr matched him on the next possession, as his three-point play put Kentucky ahead 72-70 with 1:49 remaining.

Flagg then tied the game with a floater with 1:14 left before the Wildcats’ Kerr Kriisa missed a jumper, which was rebounded by Flagg. On the ensuing possession, Oweh stole the ball from Flagg, then knocked down two free throws after being fouled by Knueppel. Flagg then dribbled out of bounds, and Kentucky made three free throws in the final five seconds to ice the game.

Flagg opened the game’s scoring on the receiving end of an alley-oop from Caleb Foster before Proctor’s layup put Duke ahead 4-0. With 16:21 left in the half, Oweh drilled a 3-pointer to give Kentucky a 9-8 advantage — the Wildcats’ first lead of the game.

Duke took the game’s only double-digit lead on the second of Maluach’s back-to-back buckets with 2:40 remaining before the break. Williams’ free throw cut Kentucky’s deficit to 44-37 with 1:48 left before Knueppel’s mid-range jumper capped the first-half scoring, giving Duke a 46-37 lead at intermission.

Oweh’s 3-pointer and Williams’ hook shot cut Duke’s lead to four to start the second half.

Flagg and Maluach’s back-to-back layups extended Duke’s advantage to 54-45 with 14:16 left. Koby Brea’s triple and Lamont Butler’s three-point play trimmed Kentucky’s deficit to 56-53 at the 11:18 mark.

Mason Gillis’ floater and Flagg’s triple extended Duke’s advantage to eight with 10:21 left.

From there, an 8-2 Kentucky run that included six straight points from Brandon Garrison cut the deficit to two with 6:49 remaining.