When second-ranked Michigan opened the Southeast Regional Friday with what could politely be called a ragged 59-55 victory over Fairleigh Dickinson -- the No. 63 team in the tournament field -- Coach Bill Frieder hoped after the game that his team had learned a lesson.

It didn't.

Today, the Wolverines came out just as cocky and almost as ragged and paraded themselves right out of the NCAA tournament, losing to Villanova, 59-55, before 13,260 in the Dayton Arena.

"We did everything we wanted to down the stretch," Frieder said. "We wanted them to shoot jump shots and they did, but they made them. They controlled the tempo and deserved to win the game."

Just as important as tempo, Villanova (21-10), which will face Maryland in one Southeast Regional semifinal Friday in Birmingham, made this a perimeter game at both ends of the floor. Center Ed Pinckney, who has played twice this season against the nation's best center, Georgetown's Patrick Ewing, was able to match Michigan center Roy Tarpley, each getting 14 points.

That left the game up to the rest, and the Wildcats' rest was far superior. Most notable were Dwayne McClain (20 points on eight-for-12 shooting), who scored often down the stretch, and point guard Gary McLain (nine points, three assists and one turnover in 37 minutes).

In the meantime, Michigan's vaunted guards, Antoine Joubert and Gary Grant, did almost nothing. Joubert was six for 13 for 12 points and Grant zero for four. Each fouled out.

"I think our experience was definitely a factor," said Villanova Coach Rollie Massimino, whose team has been in the NCAA tournament six straight years. "When it got tight, our kids knew what they had to do."

It was tight most of the afternoon.

The Wildcats led after a cautious first half, 30-26, but began the second half by going almost eight minutes without scoring. The Wolverines might have made the game a blowout then, but only scored nine points to lead, 35-30, on Joubert's jumper with 12:41 left.

"We were cold, but we were only down five," Massimino said. "We didn't have to change anything because we were close enough that there was no need."

What's more, Michigan -- winner of 17 straight games -- came in here with no fire. The minute it had the lead, it relaxed. The Wildcats responded. Pinckney's two foul shots, Harold Pressley's 17-footer and Pressley's reverse layup from Pinckney's gorgeous pass put Villanova up, 36-35, with 9:56 left.

It was tied at 37 when McClain took over. Frieder had inserted 6-foot-4 Leslie Rockymore to try to get some outside shooting against Villanova's zone. Rockymore was giving away three inches to McClain, and it showed.

After McLain hit a free throw for a 38-37 lead, McClain made two jumpers around Rockymore's 15-footer to make it 42-39.

Joubert was called for a charge with 4:37 left and the Wolverines (26-4) down trailing, 44-43. McClain immediately made a 15-footer, and when the befuddled Grant shot a brick, Massimino ordered a spread offense with a three-point lead and 3:20 to go.

The clock went to 2:10 before McClain was fouled. He made both shots for a 48-43 lead. Michigan never got closer than three again. Pinkney, McClain, McLain and Harold Jensen made 11 of 13 foul shots in those final 130 seconds.

"There's no excuses for what happened," said Michigan's Richard Rellford (11 points). "They zoned, they went to box-and-one, but that's no excuse. We just lost."

Maybe it wasn't an excuse, but it was a reason. The Big Ten is a man-to-man league. "I guess playing in that league they didn't face too many good zones," Pressley said. "We kept changing our zones and they didn't understand what we were doing . . . it was confusing to them."

It confused them right home to Ann Arbor. Frieder talked about how proud he was -- justifiably -- of the season his team had. But his feelings were most evident right after the postgame handshake with Massimino. As Massimino went to join his players in celebration, Frieder slung his towel over his shoulder and began to walk off the floor.

As he reached the edge of the court, he turned, glanced up at the scoreboard, put his hands on his hips and shook his head. Then, along with his touted team, he left the arena and this tournament behind.