NASHVILLE, Tenn. (AP) - Cleveland coach Butch Davis joked with kicker Phil Dawson that the game would come down to his foot. Davis didn't know how right he was.
Dawson kicked a 44-yard field goal with 55 seconds left, and Tim Couch threw for three touchdowns and a career-high 336 yards as the Browns overcame a 14-point deficit in the fourth quarter to beat the Tennessee Titans 41-38 Sunday.
"It is kind of scary," Dawson said of Davis' halftime prediction. "He needs to go into the stock market. He actually said it was going to come down to a 44-yard kick, and we are going to have the wind at our back. That is why we kicked into the wind in the third quarter."
The Browns (7-8), who ended a four-game losing slide, hadn't beaten the Titans in six previous games dating to the 1995 season.
Tennessee's Eddie George topped 100 yards rushing for the first time this season and his second touchdown of the game put the Titans up 38-24 early in the fourth quarter.
Then Couch, the No. 1 pick in the 1999 draft, took control.
He led the Browns to 17 unanswered points in the final 9:21, and his 4-yard TD pass to Kevin Johnson with 5:37 left tied the game at 38. Couch threw for 137 yards in the final quarter, including a 78-yard slant to Quincy Morgan.
"Games like this are a step -- a huge step. These are big steps for a quarterback to go out and orchestrate a win like Tim did today," Davis said.
The Browns gave up 452 yards offense to the Titans, but they stopped Tennessee when it mattered most with a pair of three-and-outs.
The Titans admitted they relaxed. They had won an NFL-best 32 straight games when leading after three periods and had been 18-4 at Adelphia Coliseum.
"I thought we had it in hand," George said. "But you can never count the other team out. They made the plays to get back in it, and we didn't help our defense. We couldn't move the ball."
The Titans (7-8) hurt themselves repeatedly in the final minutes. A personal foul by linebacker Keith Bulluck -- for putting his hand in Couch's face mask on third-and-5 kept -- alive the Browns' final drive. Dawson kicked his second field goal four plays later for the winning margin.
Tennessee had one last chance but no timeouts, and Kevin Dyson dropped a pass on fourth-and-2 from Steve McNair, who had thrown for 274 yards and two touchdowns.
Couch completed 20 of 27 passes, leading the Browns to a season-high 409 yards offense. Jamel White scored two TDs.
"Tim Couch is a fine quarterback and is going to be a fine quarterback in this league, and we made him a real good quarterback today," Titans coach Jeff Fisher said. "Bottom line: You've got to tackle in the National Football League, and we did not tackle today. It's embarrassing."
It looked like an Arena League game early as the teams scored on the first four possessions and went into halftime tied at 24. Cleveland had its chance to take control in the second quarter with the score tied at 14, when the Titans turned the ball over on two straight drives. But the Browns only managed to get a field goal.
McNair completed his first nine passes and he had a career-high 228 yards through the first half. His 40-yard TD toss to Dyson late in the first quarter put him over 3,000 yards passing for the second time in his seven-year career.
George looked good on the opening drive of the third quarter. He had struggled all year after offseason surgery on his right foot, but he carried eight times for 58 yards on a drive he capped with a 7-yard TD run, his fourth of the year.
He also scored up the middle on a 20-yarder early in the fourth quarter for a 38-24 lead after Andre Dyson's 35-yard interception return. George finished with 26 carries for 130 yards.
Notes: Browns DE Courtney Brown missed his fourth straight game with a sprained ankle. ... Johnson became the fourth Browns WR to top 1,000 yards receiving in a season. He has 1,017 after six catches for 70 yards. ... George's 30th 100-yard game of his career came in his 94th NFL game. ... McNair's second TD toss gave him 20 for the season, making him the first quarterback to reach that mark for the franchise since Warren Moon had 21 in 1993.