WACO, Texas — Ole Miss came to Waco a little bitter, and left feeling mighty sweet.

Sira Thienou scored 16 points, Madison Scott added 14 and KK Deans had 13 as No. 5 seed Ole Miss beat No. 4 Baylor 69-63 on Sunday to advance to the Sweet 16 of the NCAA women’s basketball tournament.

It’s the second time in three seasons that Ole Miss (22-10) has reached the second weekend of the tournament. It will face No. 1 seed UCLA (31-2) or No. 8 Richmond (28-6) in Spokane, Washington, on Friday, March 28. UCLA and Richmond played late Sunday night.

Ole Miss felt slighted after being passed over as a regional host on Selection Sunday, but went on the road and took care of business. It beat Ball State 83-65 in the first round on Friday, then knocked off Baylor (28-8) on its home floor.

Sunday’s game came down to the wire, with two ties and two lead changes in the last two minutes. Madison Scott hit a jumper with 40 seconds left for the last lead change, putting the Rebels ahead 63-61.

After Baylor missed a 3-pointer on its next possession, Deans hit two free throws to make it 65-61. Deans went 6-for-6 at the free throw line in the last 29 seconds to keep the Bears at arm’s length.

Ole Miss finished 17-for-21 from the free throw line to help offset an otherwise mediocre shooting night. It was only 2-for-10 from 3-point range and 25-for-67 (37.4 percent) from the field overall.

Baylor was 2-for-15 from 3-point range and shot 45.8 percent (27-for-59) overall.