With four years of memories winding down for Derek Willis with UK basketball, the senior forward shocked the sold-out crowd packing Rupp Arena on Tuesday night for the Cat’s Senior Night bout with SEC foe Vanderbilt by proposing to longtime girlfriend Keely Potts during an emotional pre-game ceremony.

Potts, an integrated strategic communications senior, has attended every UK home game over the last three seasons and was shocked when Willis dropped to a knee to pop the question on a night that was supposed to be all about him.

“I was so confused,” Potts said. “(Derek) whispered something in my ear before he hugged Mrs. Calipari. Everybody was screaming so I couldn’t hear, and then I saw him get down on one knee and my stomach and my heart dropped.”

Prior to yesterday’s game, Potts teamed up with Willis’ teammates Wenyen Gabriel and Sacha Killeya-Jones to put together a scrapbook for Willis to look back on his time and memories made at UK. She said seeing Willis’ teammates react to the proposal was something she will never forget.

“All of the guy’s reactions were priceless,” Potts said. “Every time I watch it, it makes me tear up. Isaac (Humphries)’s face in the whole video, I think that’s an image I’ll keep with me forever… I thought they were going to tackle me. They kind of welcomed me into the family.”

Potts and Willis first began dating in November 2014. According to Potts, when the two first met Willis’ friends kept hitting on her and she kept turning them down. Soon after her and Willis exchanged Snapchat names and quickly began spending every day together, adding that it felt like they had been best friends for a long time.

Despite Willis’ uncertain future after his UK career ends, Potts said she is giving Willis her full support and is excited for what their future together holds.

“He wants to go play basketball, that’s his plan,” Potts said. “If the NBA doesn’t work out and there’s a better alternative overseas he plans to do that too, and I will totally go with him.”

Willis and Potts hope to get married next summer. In the meantime, Potts is always pushing Willis to do more, adding that coaches know to give her a call if Willis is late to practice because he is likely with her. In turn, Potts says she has even called the coaches before to get him to go work out.

The reality of the situation has not fully set in for the couple. Potts says she is still in shock, but happier than ever.

“We woke up this morning and the first thing he said was, ‘Good morning, fiancé.’ We both were just like, ‘Holy crap, we’re both engaged.’”