Dayton survived a late offensive onslaught by Vanderbilt guard Matthew Fisher-Davis with clutch foul shooting from guard Charles Cooke III and upended the Commodores 68-63 on Wednesday night at University of Dayton Arena.

Fisher-Davis scored 14 of his 25 points in the final 5:08 as Vanderbilt cut an 11-point lead to four twice in the final two minutes.

But the Commodores, out of timeouts, had to keep fouling, and Cooke (19 points) made all six of his free throws in the final 27 seconds.

Sophomore forward Ryan Mikesell added 12 points and 11 rebounds, and forward Kendall Pollard scored 13 points, carrying the offense until Cooke III, Dayton's leading scorer, took over after a four-point first half.

Dayton distanced itself from Vanderbilt with an 8-0 run in the first 2:31 of the second half, taking a 29-23 lead when Cooke III converted a fast-break layup after an open-court steal by guard Kyle Davis.

Late in the game, with the shot clock running down, Davis added a driving layup from the left side with 2:33 remaining, giving the Flyers their biggest lead of the evening at 58-47.

But Fisher-Davis hit a barrage of 3-pointers and layups down the stretch to keep Vanderbilt in it.

Vanderbilt led 23-21 at the half after guard Peyton Willis spun in the lane and hit about a 10-foot jumper as the buzzer expired.

It was one of the few times in the half that anything looked relatively easy on the offensive end for either team. The Commodores shot 28.6 percent from the field at the half and committed seven turnovers to Dayton's four but allowed the Flyers just four offensive rebounds on 23 misses.