AMHERST, Mass. -- Justin Tillman scored 26 points with 13 rebounds and De'Riante Jenkins scored 17 and Virginia Commonwealth beat Massachusetts 82-78 on Wednesday.

C.J. Anderson's 3-point play put UMass on top 56-54 before Mike'l Simms came right back with a 3-pointer to give VCU the lead with 12:01 left and the Rams never trailed again. Later, Anderson tied it at 65 with a pair of foul shots, but VCU (16-12, 8-7 Atlantic 10) went on an 8-0 run.

Luwane Pipkins -- who scored 38 for the Minutemen -- made a layup with 46 seconds to go to reduce the margin to 78-75 but UMass couldn't get closer.

Jonathan Williams scored 11 points and passed out six assists for the Rams who shot 54 percent (32 of 59) from the field and distributed 22 assists. Sean Mobley handed out seven assists with no turnovers.

Pipkins shot 8 of 13 from 3-point range, Anderson scored 15 and Carl Pierre 10 for UMass (11-17, 4-11).