USC almost squandered a 22-point third quarter lead, holding off resilient Arizona for a 48-41 win Saturday afternoon at the Coliseum.
It was another record setting afternoon for Barkley, who set the school single-game mark for completions in the opener against Minnesota. He broke Carson Palmer's 2002 mark of 448 yards against Oregon on a 25-yard completion to Brice Butler early in the fourth quarter.
"I just think Matt is playing with so much confidence and he doesn't get rattled. Just always smiling out there," USC head coach Lane Kiffin said.
Barkley completed 32 of 39 passes with four touchdown and an nterception, rushing for a fifth score, but it's easy when sophomore Robert Woods takes a short pass and turns up field for 82 yards on the second snap by the USC (4-1, 2-1 Pac-12) offense.
Thanks to blocks by Brice Butler and Brandon Carswell, Woods was able to get past the first level of the Arizona defense and simply outrun everyone else.
"2 for 2 for 90 yards is a great way to start the game," Barkley joked.
Woods finished with 14 receptions for 255 yards and two touchdowns, coming up five yards shy of R. Jay Soward's record 260 at UCLA in 1996.
"Matt is putting the ball right on the money," Woods said. "It's not a big assignment for us. It's just run the route, catch the ball. He makes it so easy for us."
Lee had eight receptions for 144 yards and a touchdown, while Curtis McNeal added 74 yards rushing and a score.
Still, the game remained in doubt until USC recovered an onside kick attempt with 59 seconds left to play as its defense allowed Arizona quarterback Nick Foles to move up and down the field.
"I don't feel as bad about giving 41 points up because it's not like they were throwing 60-yard bombs on us or we were out there looking sloppy," said linebacker Dion Bailey, who finished with a game-high 14 tackles. "They earned all their yards and they marched all the way down the field on us. They were dinking and dunking us all the way down the field."
With redshirt freshman Anthony Brown making his first career start at corner in place of an injured Torin Harris, and undersized Nickell Robey facing a collection of big, talented receiver, USC was content to keep the defense in a soft Cover 2 alignment, giving up chunks of yards but never big plays.
"We wanted to protect those guys a little bit with our scheme and in the first half I thought it worked," Kiffin said. "Obviously we bent a little more that we would like in the second half, but in the end we won the game."
Foles finished with 425 yards and four touchdowns, but was also intercepted twice by safety T.J. McDonald in the first half after not throwing a pick in his first four games.
Freshman running back Ka'Deem Carey added 34 yards rushing and two touchdowns. He also caught three passes for 45 yards and a touchdown, one of nine Wildcats with three or more receptions in a contest that, if not for the new Pac-12 logo painted on the turf, would have been easily mistaken for a repeat from the mid-1990's when such wild affairs were commonplace.
The Trojans and Wildcats (1-4, 0-3 Pac-12) combined for 1,136 yards of offense and 63 first downs, Arizona setting a new opponent record with its 37, besting Wisconsin's mark of 32 set in the 1963 Rose Bowl.