Long before the clock hit zero, Alabama fans left Bryant-Denny Stadium in droves.

When Ole Miss quarterback Chad Kelly found wide receiver Laquon Treadwell for a 24-yard touchdown with 10:02 to go in the fourth quarter, many of the faithful in crimson and white headed for the exits. At that point, it was nearing midnight and the Crimson Tide looked down and out, trailing by 19.

And while they couldn’t come all the way back even if they tried, No. 2 Alabama did – almost.

The Crimson Tide fell 43-37 against No. 15 Ole Miss for the first-time ever in consecutive seasons and just the second time at home Saturday night, but only after a series of turnovers, wacky plays and several near comebacks.

It finally ended when Alabama, with one last chance, turned it over on downs on its own 31 after taking over with 31 seconds left and no timeouts. From there, Kelly only needed to kneel the ball once to run out the clock to give the Rebels its first win in Tuscaloosa since 1988, in a game that ended well past midnight.

“I don’t really want this to sound as if I don’t think Ole Miss played a really good game, I thought they played a really good game,” Alabama coach Nick Saban said. “I think they have a really good team and I think they deserved to win this game, and they out played us. That’s just the fact of the matter.”

Alabama (2-1, 0-1 SEC), which never led in the game, fell just shy on several rallies within the game. The Crimson Tide trailed by as many 20 and 19, answering with two touchdowns apiece on consecutive drives on each occasion to cut it to as close as six both times.

After Treadwell’s leaping grab in the end zone, which came directly off a Jake Coker interception, one of five Alabama turnovers in the game, the Crimson Tide made it close again and with plenty of time to spare.

First, Alabama used a 14-play, 75-yard drive, capped off by a Derrick Henry 2-yard run to make it 43-30 with 6:36 to go. Then, it recovered the ensuing onside kick at the Ole Miss 30 and scored again, this time on Coker’s second touchdown pass of the game to graduate transfer Richard Mullaney.

But after Alabama regained possession on its own 7 after an Ole Miss punt with 3:01 left and timeouts remaining, Coker was picked off by Rebels defensive back Tony Bridges at the Rebels’ 32 on just the second play of the drive.

For Saban, it’s only the second time in his Alabama career that he’s lost consecutive games against an opposing school after LSU did it in 2010 and 2011.

The loss also snapped a 17-game home winning streak, tied with Baylor – who was off this week – for the longest mark in the nation.

Last season, then-No. 1 Alabama allowed two late scores in the final minutes to fall 23-17 against the Rebels in Oxford, Mississippi.

“Oh, man, what a game. It was definitely a four-quarter battle,” Ole Miss coach Hugh Freeze said. “We thought we had it put away a couple of times, and they just wouldn’t go away. That’s a credit to their staff and the character of their team and their kids.”

Ole Miss (3-0, 1-0) held a comfortable lead throughout the game, despite Alabama holding the advantage in the majority of statistical categories for large portions of time.

But even after Mullaney scored his first touchdown on a 9-yard pass from Coker just before the half, seemingly settling Alabama into the game down just 17-10, Ole Miss didn’t falter.

Kelly’s 66-yard scoring toss to Quincy Adeboyejo on the opening possession of the half – a wild throw into a crowd of defenders after a high snap that took a fortuitous bounce into the waiting arms of Adeboyejo – proved to be one of many bad breaks for the Crimson Tide in the game.

Sophomore Cooper Bateman made his first start at quarterback for Alabama, despite splitting reps behind Coker in the second half in each of the first two games. Bateman completed 11-of-14 passes for 87 yards and an interception. He did not play again after his thrown pick in the second quarter, his fourth series of the game, making way for Coker for the rest of the game.

After the game, Saban described the thinking behind starting Bateman.

“We thought that it could be a little bit of an element of surprise,” Saban said. “We knew we were going to play Jake in the game. Jake knew he was going to play in the game. It’s like the first two games: I said we’re naming who’s starting the game, we’re not naming the starter, and that’s basically what we did today.

“I thought Jake did a really good job when he did come in the game. He competed, played well and made a lot of plays. I’m sure he made a few he wishes he had back. I thought Cooper did a good job as well. I really don’t that the change had anything to do with Cooper.”

Coker was 21-of-44 passing for 201 yards with three touchdowns and two interceptions. He also rushed seven times for 58 yards and a score.

ArDarius Stewart had eight catches for 73 yards and one touchdown, while Mullaney made seven for 61 yards and two scores.

Derrick Henry continued his stellar start to 2015, carrying the ball 23 times for 127 yards and a touchdown.

For Ole Miss, Kelly finished the game 18 for 33 passing with 341 yards and three touchdowns.

Alabama outgained Ole Miss, 503-433, but the Rebels did not turn the ball over once.