With Arkansas ahead 58-50, Mississippi's Eli Manning threw a touchdown pass to cut the lead to two points.
The Arkansas players celebrated, hugging each other and falling into the end zone, while the Rebels hung their heads and trudged off the field.
Arkansas and Mississippi combined for 198 total plays, breaking the previous Division I record of 196 set in 1971. They scored 80 points in OT, another D-I record.
"The historical significance of the game hasn't sunk in yet, but I know this much: We'll never forget it," said Arkansas Coach Houston Nutt. "No one deserved to lose."
Mississippi fell to 6-2, 3-2 in the Southeastern Conference, Arkansas improved to 5-3, 3-3. It was Arkansas' first win in five tries in Oxford.
Arkansas' rushing game was equal to Manning's passing as the two teams ended regulation in a 17-17 tie.
Manning threw for 6 touchdowns on 27-of-42 passing for 312 yards, but Ole Miss couldn't overcome 100 yard games by Fred Talley, Cedric Cobbs and Jones. Mark Pierce added 39 yards and 3 touchdowns to round out Arkansas' ground game.
It was the ninth straight game with a touchdown pass for Manning, breaking a record he shared with his father, Archie Manning.
On fourth-and-1 in the first overtime, Arkansas' Cobbs bounced around the corner and ran 16 yards for a touchdown.
But Manning, on fourth down from his own 12, fired a rocket to Jason Armstead for the TD.
The second overtime ended with no points after Manning bobbled a shotgun snap and was stripped of the ball. Arkansas' 35-yard field goal was wide right
The teams matched each other touchdown for touchdown and conversion for conversion - until overtime No. 7.
Arkansas scored on a 2-yard run by Pierce and followed with a 2-point conversion. Manning answered with a 3-yard TD pass, then the throw to Ziegler that was stopped short.
"There wasn't really a loser," Manning said. "We just came up short."
Arkansas outrushed Mississippi 370 yards to 145. Arkansas gained 531 total yards while Ole Miss had 457.
NCAA rules state that when the third OT session begins, the extra-point kick cannot be used and teams must go for two points after scoring a touchdown.
The previous longest game lasted six OTs - happening three times, all in Division I-AA. The most recent was Florida A&M's 59-58 win over Hampton on Oct. 5, 1996.
In I-A, four OTs was the longest, most recently on Sept. 26, 1998, when Kansas beat UAB 39-27.