The game featured almost 670 yards of passing, and four receivers with more than 80 yards each. But it was freshman Alfonso Smith's running that sealed the deal for Kentucky.
Smith rushed for 92 yards on 17 carries, with 84 yards coming in the 2nd half of a ballgame that was tied at 14. Kentucky's rushing attack, which has been subpar most of the year, came to life with Smith's second-half rushing.
The 'Cats came out firing on all cylinders, scoring touchdowns on their first two possessions. The first touchdown gave UK a 7-0 lead on a Woodson to Burton strike midway through the first quarter.
On the second possession, Woodson notched his second touchdown pass, this time to Dicky Lyons. As the first quarter came to a close, Kentucky held a commanding 14-0 lead over Mississippi State.
After holding the Bulldogs for the third consecutive time (two punts, and one on downs), the 'Cats garned excellent field position and appeared to be in charge of the game, taking over on the MSU 43-yard line with a 14-point lead.
Instead, the Bulldogs stifled the 'Cats, sacking Woodson once and tackling Tony Dixon for a loss, and the defensive stop seemed to give MSU momentum. After a Wildcat punt resulted in a touchback, MSU capitalized on that momentum, courtesy of a 75-yard Michael Henig to Tony Burks touchdown. Henig finished 22-41, 384 yards and three touchdowns. Burks caught seven passes for 192 yards and two touchdowns.
From there, the game remained close the remainder of the way, with UK briefly taking a second 14-point lead early in the 4th quarter, 31-17 on Keenan Burton's second touchdown reception. As the game drew close, the key, though was the running of freshman running back Smith. Smith's running provided sorely needed yardage, as well as provided a balance in the passing and running game.
With the victory, Kentucky moves to 4-4 (2-3) and returns home to face Georgia Saturday at 1 p.m. Mississippi State falls to 2-7 (0-5) and will play Alabama in Tuscaloosa next week