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Kurt Warner's 73-yard touchdown pass to Isaac Bruce with 1:54 left gave the Rams their first Super Bowl win Sunday, 23-16.

The TD capped an improbable turnaround for St. Louis, which was 3-13 a year ago and 13-3 this season as they scored 526 points, third best in NFL history.

But Steve McNair and Eddie George almost led Tennessee to another miracle finish, rallying them from a 16-0 deficit.

On the game's final play with six seconds left, McNair's pass was caught by Kevin Dyson at the Rams 5. He scrambled for the end zone only to be stopped just short by Mike A. Jones, as Dyson's outstretched arm held the ball toward the goal line in vain.

"I always believed in myself, and had a whole bunch of people who believed in me," said Warner, the Super Bowl MVP who did a victory lap around the Georgia Dome. "We're the world champions! How about the Rams!"

Warner, a former Arena League and NFL Europe quarterback, finished 24-of-45 for 414 yards and two touchdowns.

The Rams dominated for much of the game but had to settle for three field goals to take a 9-0 lead before finally scoring a touchdown.

St. Louis seemed to have put the game away when Warner threw a 9-yard pass to Torry Holt with 3:59 left in the third quarter to take a 16-0 lead.

But suddenly the Titans' offense came to life and the St. Louis defense began to wear down behind the battering of George and short passes from McNair.

Tennessee scored on its next two possessions, both on 1-yard runs by George to make it 16-13 with 7:21 left. It would have been 16-14, but the Titans chose to go for two points on their first TD and failed.

Al Del Greco's 43-yard field goal tied it with 2:12 left. Then the Rams' quick strike for a touchdown set up one of the most exciting finishes in Super Bowl history. The Titans, however, just didn't have enough at the very end.

"We've been doing this off and on during the year. We knew we had an opportunity to go on in and score," McNair said of the game's final play on Dyson's near-touchdown lunge. "We said on the sideline when they scored that the only fault they did was scoring too quick. We fell just short."

Dyson almost became a big hero for the second time this season. He was the key player in the miracle finish that beat Buffalo in the wild-card game, taking a lateral and going 75 yards for a touchdown on a kickoff return with three seconds left.

The Rams' victory was vindication for coach Dick Vermeil, who returned to coaching in 1997 after being gone for 14 years. He had lost his only other Super Bowl appearance, in 1981 with Philadelphia.

"You know I'm an emotional guy but right now I feel so good and so proud of this football team and organization," said Vermeil, known for shedding a tear or two at times. "To be able to bring this home to St. Louis, such a wonderful city. I know they appreciate us a little more right now."

The Rams outgained the Titans 294 yards to 89 in the first half, but led just 9-0.

The first three possessions ended with field-goal attempts and the Rams holding a 3-0 lead.

St. Louis took the opening kickoff and drove from its own 31 to the Titans' 17, twice converting third and long plays. But holder Mike Horan fumbled the snap on what would have been a 35-yard field-goal attempt and Tennessee got the ball at its own 29.

The Titans then moved to the St. Louis 26 on a 32-yard screen pass from McNair to George.

But a delay-of-game penalty stalled the drive and Del Greco missed a 47-yard field goal.

Warner then hit two quick passes, 32 yards to Torry Holt and 17 to Marshall Faulk. But that drive stalled at the 9-yard line and Jeff Wilkins hit a 27-yard field goal to give St. Louis the lead.

Isaac Bruce leads the Rams with 162 yards and the game-winning 73-yard touchdown in the fourth quarter. (AP)

The Rams got another chance when Warner found Faulk all alone for a 52-yard completion to the 17. But Wilkins missed a 34-yard attempt 12 seconds into the second quarter.

The Titans kept the Rams out of the end zone again after St. Louis drove 73 yards from its own 16 to the Tennessee 11. This time Isaac Bruce dropped a pass in the end zone and Wilkins ended up kicking a 29-yard field goal to make it 6-0.

The Rams then went 67 yards in 13 plays but ended up again with just a field goal, a 29-yarder by Wilkins.

The Titans reached the St. Louis 27 on the opening possession of the second half. But Del Greco's 47-yard field-goal attempt was blocked by Todd Lyght.

The Rams followed the block with a 68-yard, eight-play drive for the game's first touchdown. It came two plays after the game was delayed for about 10 minutes while Titans safety Blaine Bishop was treated for a strained neck.

On third-and-goal from the 9, Holt slid inside of Dainon Sidney and Warner sidearmed the ball to him through the Tennessee pass rush and it was 16-0.

But the Titans came back, driving 66 yards for their first score, a 1-yard TD run by George with 14 seconds left in the third quarter. The key on that drive was McNair's 23-yard scramble to the 2, the first time he broke loose all day.

But McNair threw wide of an open Frank Wycheck on the 2-point conversion attempt, so it stayed 16-6.