He made one startling behind-the-back pass off his elbow and put up a rainmaker 3-pointer that sailed 20 feet high before settling in the basket.

	Steve Francis tied the record for assists in a Rookie Challenge with 11.

"I always have fun when I play basketball. That's just the way I play every game," Williams said after his team of second-year NBA stars lost to this year's rookie crop 92-83 in overtime.

"I'm disappointed we lost, but that's the way it goes," Williams added.

While Sacramento's Williams had the crowd at the Oakland Coliseum Arena gasping for more slick open-court basketball, Elton Brand used his sheer strength and power to show why he was the top pick in last summer's NBA draft.

The Chicago Bulls rookie scored 16 points and grabbed 21 rebounds to win the MVP, doing so without dribbling between his legs a la Williams and others.

"I tried to do it, but I also tried to have fun with the little things," Brand said. "Like get the job done, get rebounds and score when I had to."

The fans came to see up-and-down, above-the-rim and no-look pass basketball from the top rookies of this year and last. And they got their fill before this year's crop of first-year players finally pulled out the victory.

Brand had two baskets in overtime, one on a dunk after he made a steal, and flashy Steve Francis had a reverse layup and later a slam in the two-minute extra period.

The fans got to see Cuttino Mobley throw a blind alley-oop pass behind his head to Michael Dickerson for a dunk. And they let out a collective "whew" when Brand roared through the lane for a ferocious dunk on Michael Olowokandi, the NBA's first draft choice in 1998.

Williams didn't dunk, but put up the shot of the day, lofting a 3-pointer that seemed to hang in the air for seconds before settling perfectly through the basket.

Minutes later on a fast break, Williams cradled the ball behind his back and then batted it with his right elbow for a perfect pass to Raef LaFrentz, who missed the shot.

"I did it so you all wouldn't ask me to ever do it again," Williams said.

When Francis made a steal at midcourt and then bounced the ball on the floor as a pass to himself before dunking -- a warmup perhaps for the slam dunk competition later Saturday -- coach Bill Russell asked the referees if the move was legal.

It didn't matter. It wasn't a day for close officiating or much defense, either.

The mundane wasn't appreciated.

Guard Andre Miller twice sailed through the lane for old-fashioned layups, only to have his efforts the rest of the game greeted with boos from a crowd that wanted more.

"I learned a big lesson," said Miller, who was booed even though he was the game's leading scorer with 21 points. "I can dunk. I wish I did. We got some guys who are flashy and some guys who just like to go out and play basketball. I'm one of those guys."

And how about Williams' pass off his funny bone?

"That was probably the best pass I've seen all year," Miller said. "I was running right behind him and I had the perfect view."

Paul Pierce scored 18 and Dirk Nowitzki 17 for the second-year players. Lamar Odom added 15 for the rookies.