LEXINGTON, Ky. --- The Kentucky Wildcats have learned Commonwealth Stadium may not be the best location to challenge a Manning to a shootout.
Though not as prolific as his older brother's last trip to town, Eli Manning showed he's fully capable of carrying on the family tradition Saturday in leading Ole Miss to a 42-31 victory. The Rebels' sophomore quarterback, making only the third start of his college career, threw for 268 yards and two touchdowns on a day his team racked up 497 total yards.
His brother, Peyton, currently an NFL All-Pro with the Indianapolis Colts, threw for 545 yards and five touchdowns in his last visit to Commonwealth Stadium, a 59-31 win by Tennessee in 1997.
"He's a great quarterback from a long bloodline of quarterbacks," Kentucky coach Guy Morriss said of Manning, who led the Rebels to touchdowns on their first three drives Saturday, and came up with a 43-yard completion to key a fourth-quarter scoring drive that helped hold off a late rally by the Cats.
"They put some pressure on him early in the game, and I thought he played tremendous under pressure," Ole Miss coach David Cutcliffe said. "They were finding ways to get to him and hit him, and he made numerous completions letting the ball go at the last second.
"He knows where his people are, he has great vision, and he's a very well prepared quarterback. He understands what we are doing. He is extremely accurate with the football and has great control of where it's going. He's an outstanding player, and he's going to improve as he plays more football."
Manning's performance was only one of many highlights for Ole Miss (2-1, 1-1 SEC). The Rebels got a career-high seven receptions for 119 yards and a touchdown by sophomore receiver Chris Collins, who also scored on a 38-yard reverse. Senior running back Joe Gunn added 113 yards on 13 carries to become only the fifth player in school history to eclipse the 2,000-yard rushing mark.
It is believed to be only the third time in school history that Ole Miss has had both a 100-yard rusher and receiver in the same game.
Meanwhile, Kentucky (1-3, 0-2) dropped its 11th straight SEC game dating back to a November 1999 victory over Vanderbilt. In four home games to start the season, the Cats have been outscored 142-79.
"For whatever reason, we were a little bit flat (defensively) today," Morriss said. "We didn't play as hard as we did against Florida or Louisville," games in which the UK defense kept the team close, but the offense failed miserably.
On this day, the UK offense made more noise --- 329 total yards, 225 on the ground --- under the direction of both redshirt freshman Shane Boyd and sophomore Jared Lorenzen, who got the call in the third quarter after Boyd had struggled in the passing game. Artose Pinner rushed for a career high 130 yards and two touchdowns, but it wasn't enough to compensate for the defensive woes.
"We've got to find a way to get all three phases of our football team playing together on the same day," Morriss said. "We can't have the defense playing great one Saturday and the offense not show up, and vice versa.
"We were playing pretty good on first and second down, but on third-and-long, we couldn't get off the field."
"It's frustrating," Kentucky safety Patrick Wiggins said. "Everybody's talked about how we've hung in there and given the team a chance to win the first three games, but now the offense has a good day, and we didn't do our part. It's very disappointing that we didn't play better than we did today."
Manning was 5-for-5 on the Rebels' opening possession, highlighting an 11-play, 67-yard drive capped by the first of three Toward Sanford touchdown runs on the day.
Kentucky responded on the ensuing possession, marching 80 yards in 15 plays and tying the game on a 1-yard sneak by Boyd. The drive was keyed by a 20-yard pass from Boyd to Champ Kelly and a 14-yard run by Martez Johnson.
Ole Miss countered with an 80-yard drive of its own, capped by a 26-yard touchdown pass from Manning to Collins to make it 14-7 at the 13:25 mark of the second quarter. The Cats missed a golden opportunity to half that drive when safety David Johnson dropped a would-be interception that may have been returned for a touchdown.
The shootout continued on UK's next drive as the Cats again drove 80 yards for a score. Boyd's 24-yard pass to tight end Chase Harp set up his second rushing touchdown of the game, this time from 20 yards out to tie the score at 14.
But back came the Rebels, marching 80 yards on 13 plays to take a 21-14 lead on Omar Rayford's 5-yard touchdown catch. The seven-point margin held up going into halftime.
Ole Miss appeared to catch the UK defense in a lull to begin the second half, ripping off consecutive runs of 17, 37 and 20 yards by Joe Gunn to set up a 1-yard TD plunge by Sanford.
"That was a bit of a shock," Morriss said. "Going into the game, we didn't think they could run the ball on us like they did."
Kentucky answered on the next play from scrimmage, a 66-yard burst by Pinner to cut the margin to 28-21 with 13:06 left in the third quarter.
The teams exchanged a pair of punts before Ole Miss stretched its lead to 35-21 on Collins' 38-yard reverse at the 7:03 mark of the third. That score stood up until the fourth quarter when a Derek Abney 41-yard punt return sparked the Cats and set up a short scoring drive.