Sam Keller's third touchdown pass put Nebraska in the lead with 3:13 left in the game as the Huskers survived an upset bid by Ball State with a 41-40 victory Saturday afternoon at Memorial Stadium.

The Cardinals moved in position to win the game in the final seconds, but Jake Hogue's 55-yard field goal attempt was wide left as another sellout crowd breathed a sigh of relief.

Keller passed for a school-record 438 yards, and Nebraska needed every one of them against the 23-point underdog Cardinals.

Keller's 11-yard touchdown pass to Maurice Purify gave the Huskers the lead for good with 3:13 left, but there were more nervous moments for Nebraska before it avoided what could have been the most embarrassing defeat in school history.

Keller did his job. Then all he could do was watch as his teammates on defense were trying to do theirs.

What Keller saw was frightening. Ball State had two opportunities to take the lead in the final :22 seconds, one when an almost sure TD pass was dropped; the other when a long field goal was wide.

"I just had to have faith in the defense and I was saying a prayer or two," says Keller. If it was two prayers, both were answered.

Nate Davis, who passed for 422 yards and three touchdowns, drove the Cardinals to the Nebraska 38 with :17 remaining.

Dante Love, running open on a post pattern, had what appeared to be a perfect throw and easy touchdown bounce off his hands at the 10.

Then, after linebacker Steve Octavien broke up a pass on third down, Hogue lined up for the 55-yard attempt, but he hooked his kick wide left.

"We're very disappointed in the outcome," Ball State coach Brady Hoke said.

"It's a tough pill to swallow because we had opportunities." More opportunities than Nebraska cares to recount.

Ball State played on even terms with the Huskers all day, but the Cardinals, who nearly upset a second-ranked Michigan team a year ago, couldn't finish the job.

"It's a step forward because it's a win," said coach Bill Callahan.

"These wins are hard to come by in this day and age because of the way people are playing football. We see that across the country."

"You would always want things to go a little bit better and it didn't, so you have to deal with that for the duration of the game."

"Our ability to stay in the game, to keep rallying, was outstanding."

Ball State scored on four of its first six second-half possessions to lead 37-28 early in the fourth quarter.

Nebraska pulled to 37-35 when linebacker Bo Ruud intercepted a pass that bounced off his chest into his hands and returned it 34 yards for a touchdown.

"They threw a little floater," Ruud said. "I bobbled it and I took off."

Davis said Ruud's interception was the game-changing play. "Dumb decision on my part," the Ball State quarterback said. "I should have thrown it away, but you learn from your mistakes."

Ball State then drove from its 30 to the Nebraska five before settling for Hogue's 22-yard field goal, making it 40-35 with 7:05 left.

Keller, who completed 29-of-37 passes, dinked the Ball State defense with short passes to Marlon Lucky and then hit Sean Hill for a 32-yard gain before finding Purify for the go-ahead touchdown.

The Huskers tried for two points, but Keller's pass to Todd Peterson was out the back of the end zone.

Trailing 14-10 at the half, Ball State covered 39 yards in three plays after Quentin Castille fumbled early in the third quarter, with Davis scoring the go-ahead touchdown on a 14-yard run.

Nebraska answered with Keller's 73-yard TD pass to Sean Hill, but Ball State came right back with Lewis running untouched for 43 yards.

Keller's 18-yard TD pass to Nate Swift put Nebraska back on top, but Ball State went up again 31-28 on Davis' 58-yard pass to Love.

B.J. Hill intercepted Keller near the goal line, and then Davis finished a five-play, 96-yard march with a 21-yard pass to Madaris Grant, putting the Cards up 37-28.

Nebraska fans, already were wringing their hands over an uninspired performance in last week's loss at home to top-ranked Southern California, let their feelings be known.

Boos came pouring out of the Memorial Stadium stands as the Cornhuskers allowed 40 or more points for the second straight week, the first time that's happened since the end of the 1990 season.

"They had a right to boo us," said Purify. "We weren't playing as good as we should have played. We were close to losing the game."

Ball State led 10-7 late in the second quarter and might have scored more if it weren't for three dropped passes by Love and Davis' fumble inside the Nebraska 40.

The Cardinals rolled up 610 yards of offense, the most by a Nebraska opponent since Washington amassed 618 in 1991.

Lucky rushed for 107 yards and caught 11 passes for 81 yards.

Davis completed 26-of-43 passes, 10 of them to Love for 214 yards. MiQuale Lewis ran 19 times for a game-high 122 yards.

"There are all types of wins," Callahan said. "I'm just proud of the fact our kids found a way to get this one done today."