"It was a nightmare," said Ole Miss head coach Andy Kennedy. "We go 4 for 25 from 3. It's very difficult for us to overcome that. We outrebound them by 14. But we foul them too much. When your opponent makes 12 more free throws than you attempt, and you shoot 4 for 25 from 3, it's a miracle you're in the game in the last two or three minutes.
"Our inability to score close, our inability to make open shots just makes it difficult to beat good teams."
Ole Miss (8-3), which came in averaging 79.8 points per game to lead the Southeastern Conference, posted its lowest point total of the season on 36.8 percent shooting (25 of 68).
The Rebels got within a point at 37-36 with 14:04 left, but Jesse Carr answered with two 3-pointers for Colorado State, which advances to Friday's championship game against Southern Mississippi.
The Rams attempted fewer field goals, 20 of 48 (41.7 percent), but made 23 of 30 free throws, with Franklin going 13 of 14.
Zach Graham led Ole Miss with 16 points and a career-high 13 rebounds for his first career double-double. Nick Williams added 13 points and eight rebounds, while leading scorer Chris Warren had 11 points.
The Rebels were without Trevor Gaskins for much of the game. The leading scorer the previous night in a win over Texas State, Gaskins left this game in the first half with a "severe hamstring injury," according to Kennedy.
The fifth-year Ole Miss head coach said Gaskins is doubtful for Friday's game against Saint Louis.
Kennedy said Warren has not been himself offensively these past two games.
"Chris Warren is our guy, and obviously Chris did not have a typical game for him," he said. "When he's not playing with his swagger, the next guy who brings that energy is Trevor. You take him out of the equation and with Chris struggling, and we can't finish close to the basket, it really limits our options."
Graham said it was a difficult night for the Rebels.
"We ran our plays but at the end of the day, it came down to execution," he said. "We've got the players that can make the plays, but when you can't put the ball in the basket, it makes it tough."
Kennedy said the Rebels just didn't play up to their standard.
"We were really out of rhythm the whole night, and as a result got what we deserved," he said.