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SOUTHAVEN, Miss. -- Rudy Gay and LeBron James are already in midseason form. All they need is a place to play.

Just hours after the NBA Players' Association told commissioner David Stern it would not accept the owners' take-it-or-leave-it offer to end the lockout, some of basketball's biggest stars put on quite a show.

Gay, the Memphis Grizzlies forward, hosted an exhibition game on Tuesday night -- and points were scored easily and often.

James scored 43 for the Blue Team, which beat Gay's White Team, 158-151 in a game that featured highlight-reel dunks and 3-pointers taken from just inside halfcourt.

Around 6,000 fans came to the DeSoto Civic Center, located about 10 miles south of Memphis, to see some of their favorite stars in Gay's charity game benefiting his Flight 22 Foundation.

Gay scored 45 points, Grizzlies rookie guard Josh Selby had 32, and Kevin Durant had 29 for the White team. Detroit Pistons guard Terrico White added 29 for the Blue.

The players came into the arena wearing Nike shirts that read: "Basketball Never Stops."

Other players in attendance included Kyle Lowry, Ronnie Brewer, Tyreke Evans, and Jarrett Jack. Former NBA All-Star Penny Hardaway also suited up and scored eight points.

"These guys all have very, very busy schedules, and a couple of guys didn't make it because of (Tuesday's mandatory union) meeting (in New York)," Gay said. "I can only say that we as players, we want to play. But we're not going to be bullied into playing."

Gay is still optimistic the entire season won't be lost.

"Hopefully," he said. "I wasn't at the meeting so I don't really know the newest of the new. But as of right now I'm still training and trying to stay in shape as if the season started tomorrow."

Before the game, Durant told a group of local media that the NBA owners' latest proposal -- which calls for players to receive up to 51 percent of basketball-related income -- isn't fair to players.

All NBA games through the end of November have already been canceled.

"We're just working out a lot," said Evans, a Sacramento Kings guard who played one season at the University of Memphis. "It's kind of tough because as those games go by, you look back and go, 'We had a game today.' So we've just got to wait and see what happens."

The players' association plans to ask for another meeting with owners before Stern's Wednesday afternoon deadline for them to accept a deal.

"The system's not fair to us so, no, I don't think we should take it," Durant said.

James declined to discuss the negotiations in detail.

"It's a sensitive subject and I want to stay away from it," he said.

Proceeds from Tuesday's game benefited Gay's Flight 22 Foundation, a nonprofit organization that raises funds for childhood education.

Oliver Cushing, a 12-year-old NBA fan who attends White Station Middle School in Memphis, said he blames the owners for the lockout, which reached 131 days on Tuesday.

"It (stinks) that the season so far is canceled and all these players are having to do this and stuff, so we still get to see action," Cushing said. "I think it's the owners being greedy with the money. It's the truth. The owners just really want the money and the players just want to play."

Gay, who played his first organized basketball game in more than 10 months following a shoulder injury last season, was pleased by the turnout of players.

"I was impressed," Gay said. "To get this kind of talent in one room, people are going to want to come and see. I'm thankful that those guys came out and supported, and I'm thankful for everybody that came and contributed to the foundation."

Copyright 2011 by The Associated Press

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