Michigan State quarterback Dan Enos couldn't bear to watch. Desmond Howard believed the referee wasn't watching closely enough.

Howard dropped a two-point conversion pass with six seconds remaining Saturday, allowing Michigan State to emerge with a 28-27 upset over No. 1 Michigan."I turned my back and told (teammate) Mark MacFarland, 'Just tell me if we won or lost,"' Enos said.

With Michigan State leading 28-21, Michigan drove 69 yards to pull within a point when Elvis Grbac hitting Derrick Alexander with an 8-yard scoring pass.

Michigan took a timeout to discuss the conversion and opted to go for the win. Grbac threw to the left side of the end zone for Howard, who had a step on Michigan State's Eddie Brown, but was tripped up by the defender and never controlled the ball, which popped out as he hit the ground.

"I felt I caught the ball, but the ref said no and I have to live with that," Howard said.

There was contact between Brown and Howard, but no flag was dropped.

"He grabbed me and turned me around and I gave him a push," Brown admitted. "The contact was two ways, but if there was interference I thought it would be defensive because I got the last push."

Michigan, elevated to the top spot last week when both Notre Dame and Florida State lost, fell to 3-2 overall and 1-1 in the Big Ten and will give way to a new No. 1 on Sunday. Michigan State, which dropped out of the Top 25 after last week's loss to Iowa, also is 1-1 in the conference and 2-2-1 overall.

"I'm very disappointed," said Michigan Coach Gary Moeller. "I think we can play better than that but we didn't. Give Michigan State credit, they held us out. Every time we scored they answered the bell. Four touchdowns . . . that's not Michigan."

Moeller defended his decision to try for the victory instead of settling for a tie.

"It's a hard decision and in our opinion we had a great play," Moeller said. "We wanted to win the ball game. I called the kids over and explained the ramifications and they wanted to do the same.

"I don't think we were looking ahead to No. 1. On the final touchdown drive I don't think our kids quit and I don't think they'll quit now."

Michigan State Coach George Perles classified the victory was an upset.

"I think that's fair," Perles said. "They were 12-point favorites and No. 1, but the last four years not many points have separated the teams."

Tico Duckett gave the Spartans a 28-21 lead when he scored on a 9-yard run with 1:59 remaining. The drive was kept alive by a 15-yard face-mask penalty against Michigan's Martin Davis when he tackled quarterback Dan Enos after a 4-yard gain on third-and-8 from the Michigan 41. The penalty gave Michigan State a first down at the 22.

Five plays later, Duckett burst over left tackle for the touchdown. John Langeloh, who broke the Spartans' career scoring record earlier in the game, added the decisive extra point.

Michigan State took a 21-14 lead on Hyland Hickson's 26-yard run with 6:03 remaining. Hickson's second TD of the game ended a 69-yard drive that started with an interception by Mike Iaquaniello that gave the Spartans the ball with 8:39 left.

However, Howard returned the ensuing kickoff 95 yards for a TD to tie the game. Howard burst down the left sideline, eluded several Michigan State players and cut back across the field to score.

The teams traded third-quarter touchdowns after being tied 7-7 at halftime. Michigan's Jarrod Bunch went the final yard of a 81-yard drive to put the Wolverines ahead 14-7, but Michigan State came back on its next possession to score on a 4-yard pass from Enos to Hickson.

Each team scored on its first possession. Michigan drove 66 yards in 9 plays to take a 7-0 lead on a 16-yard scoring strike from Grbac to Alexander, who made a diving catch in the back corner of the end zone.

Michigan State countered by marching 76 yards in 12 plays, with Enos going the final 8 yards after fading back and finding an opening off left tackle.