TOLEDO, Ohio -- Toledo's Tom Amstutz could see that his players didn't have much left.
That's why he decided to go for a two-point conversion and the victory against No. 25 Fresno State at the end of two overtimes.
It didn't work.
Nico Herron knocked down Aaron Opelt's pass and the Bulldogs held on to beat Toledo 55-54 on Saturday night.
Amstutz decided to go for the win after the Rockets scored on Opelt's 3-yard touchdown pass to tight end John Allen on fourth down to make it a one-point game.
Opelt was pressured on the final play and forced the ball into coverage.
"Our players were tired," Amstutz said.
Players were cramping up and Amstutz worried it was getting too risky to continue on, he said.
"It was time to decide the game," Amstutz said. "I would do it again just the same way, other than we would catch it."
Opelt agreed with his coach.
"I loved it," the quarterback said. "If he gives us that confidence, it makes us feel good as an offense."
In the first overtime, the Rockets (1-2) needed just two plays to jump in front 48-41.
The Bulldogs (2-1) from the Western Athletic Conference got the ball first in the second overtime and took just three plays to go in front 55-48. Anthony Harding's 23-yard run took the ball to the 2 and Brandstater then dove in on a 1-yard sneak.
Toledo's Alex Steigerwald sent it into overtime with a 33-yard field goal with 15 seconds left.
Fresno State could do little right early on and looked like it was still thinking about last week's disappointing loss to No. 8 Wisconsin that crushed the Bulldogs' BCS bowl hopes.
But in the second half, the Bulldogs scored the first four times they had the ball. Brandstater finished 22-of-28 for 231 yards
"I don't care about the score, I don't care about the stats," Fresno State coach Pat Hill said. "I care that we got the win."
The Bulldogs appeared to take control after going ahead 41-31 with 10 minutes left when Brandstater's 39-yard touchdown pass to Marlon Moore bounced twice off Toledo cornerback Desmond Marrow before landing in Moore's hands.
But Fresno State, which held Wisconsin to 13 points a week ago, couldn't stop Toledo of the Mid-American Conference.
Stephen Williams caught a 44-touchdown pass with 3:07 left and the Rockets then recovered an onside kick, giving them the ball at their own 43.
They quickly drove down field, setting up Steigerwald's tying kick.
The Bulldogs had no answer for Toledo's running game.
Collins had 103 yards in the first half alone against a defense that had allowed only 130 yards per game on the ground in its first two games against Rutgers and Wisconsin.
Fresno State's offense had just 98 yards in the first half before coming alive.