SPARTANBURG, S.C.-Rockingham (N.C.) running back Norman Whitley rushed for 132 yards and two touchdowns as North Carolina held off South Carolina for a 28-24 victory in the 69th annual Shrine Bowl of the Carolinas.

The Tar Heels, who rushed for 240 yards as a team, dominated the time of possession, holding the ball for 36:49 of the 60 minute game.

After Whitley's second touchdown run at the 7:04 mark in the fourth quarter gave North Carolina a 28-18 lead, South Carolina, led by offensive Most Valuable Player Stan Doolittle, marched 80 yards in 12 plays, led by University of South Carolina-bound wide receiver Moe Brown of Anderson Westside. Vanderbilt verbal commit Matt Quinn of Byrnes caught a 10-yard pass from Doolittle to pull South Carolina within 28-24 after the extra point was blocked.

Doolittle, a sleeper who is on the verge of some mid-major Division I-A offers, finished 19-of-33 for 237 yards and two touchdowns. Brown finished with 85 yards on seven catches and Quinn totaled 95 yards on five catches.

After his scoring strike to Quinn, the Sandlapper defense, led by defensive MVP Dekoda Watson, held North Carolina on three plays and got one final chance. But the Tar Heel defense stiffened and preserved the victory.

"People stepping up and making plays was the big thing," North Carolina defensive end/tight end Dennis Godfrey of Lee County said. "I'm just happy for my teammates."

Godfrey, a Wake Forest commit, was one of the top players in practice this week. He finished with a sack in the game defensively and was strong in the running game on offense.

Watson, who played defensive end for his Aiken (S.C.) high school team, showed great closing speed and was good in space. Concerns about his ability to stand up and play linebacker should be long forgotten after Saturday. The 6-foot-3, 210-pounder finished with a game-high nine tackles and a sack.

Whitley was the North Carolina offensive MVP. He showed off his tremendous toughness and balance to break off large chunks of yardage.

University of North Carolina commit Deunta Williams was the defensive MVP for the North Carolina squad. Playing linebacker, Williams perhaps found his best position as he was flying all over the field making plays. He finished with a team-high six tackles.

Williams' future teammate in Chapel Hill, wide receiver Hakeem Nicks of Charlotte Independence, caught a 37-yard touchdown pass from Virginia verbal O.C. Wardlow with time running out in the first half to give North Carolina a 21-7 halftime advantage.

Nicks finished with 42 yards on three catches, but could have had more. He broke open in the South Carolina secondary for what seemed to be a sure long touchdown pass in the third quarter, but the ball fell off his hands.

Still, Nicks was one of the best receivers on the field Saturday and showed his ability to use both his body and speed to get open.

Wardlow had 10 yards on eight carries, but completed 5-of-8 passes for 59 yards.

Georgia-bound athlete Prince Miller of Duncan (S.C.) Byrnes projects as a cornerback, but the Bulldogs may want to reconsider his position after watching his electrifying performance with the ball in his hands on Saturday. Miller finished as South Carolina's leading rusher (33 yards on four carries), rushed for a touchdown and had a 40-plus yard punt return to set up a South Carolina field goal on the Sandlappers' opening possession of the second half.

Miller has tremendous feet, quickness and breakaway speed and could be used in a variety of roles in Athens. He is solid at cornerback, but is spectacular with the ball in his hands.

-Virginia-bound safety Rico Bell of Charlotte was in on three tackles and looked very solid in pass defense.

-Vanderbilt-bound D.J. Moore of Spartanburg Broome caught five passes for 53 yards. He projects as a cornerback in college and has the hips to play the position.

-Cary (N.C.) running back Josh Adams had just 16 yards on eight carries.

-Rivals100 defensive end Ricky Sapp, a Clemson commit, finished with five total tackles and had a good first half.

-Sleeper linebacker prospect Sedric Griffin of Winnsboro (S.C.) Fairfield Central was all over the place, finishing with seven total tackles.

-University of South Carolina linebacker commit Rodney Paulk of Columbia Richland Northeast finished with six total tackles. His teammate, Rivals100 defensive line prospect Adam Patterson had three.

-Rivals100 prospect Clifton Geathers of Georgetown (S.C.) Carvers Bay did not play in the game because of a foot injury.

-Another Georgia-bound prospect, defensive tackle Ricardo Crawford finished with two tackles and gave the South Carolina offensive line fits all day.

-Rivals250 defensive lineman Aleric Mullins finished with a tackle, as did Notre Dame-bound cornerback Raeshon McNeil and North Carolina-bound defensive lineman Morgan Randall.

-Clemson commit Crezdon Butler of Asheville had an electrifying 40-yard punt return to set up Whitley's first touchdown run, a 5-yard scamper which gave North Carolina a 14-7 lead with 1:54 remaining in the first half. Butler, who projects as a cornerback but played wide receiver Saturday, also had two receptions for 13 yards.

-Another future Tiger, linebacker Julius Wilkerson of Gaffney, S.C., had four tackles for the South Carolina squad.

-North Carolina-bound defensive end Tavares Brown of Rockingham, N.C., had two sacks, four total tackles and got good pressure on the South Carolina quarterbacks.

-Rivals100 linebacker Brandon Spikes of Shelby, N.C., had five total tackles for the North Carolina squad. He's down to Florida, Alabama and Virginia Tech.

-N.C. State-bound linebacker Nate Irving finished with four total tackles.

-Wake Forest linebacker commit Matthew Woodlief of Catawba had five total tackles from the middle linebacker position and looked very solid.

-Bennettsville (S.C.) Marlboro County defensive back Brian Bradford finished with a team-high seven tackles.

Stay tuned to Rivals.com for continuing coverage and recaps of the Shrine Bowl of the Carolinas.