LEXINGTON, Ky. (AP) Even for a team that's embraced a fast pace, Tennessee's efficiency against No. 18 Kentucky was something to behold.

Especially the little time Hendon Hooker needed to move the Volunteers up and down the field.

Hooker threw a career-high four touchdown passes, including a 6-yard insurance score to Cedric Tillman early in the fourth quarter, and Tennessee held off the Wildcats 45-42 on Saturday night to halt a two-game skid.

The Volunteers (5-4, 3-3 Southeastern Conference) emerged from a bye to strike quickly in a back-and-forth game between border rivals that totaled 1,073 yards combined. They needed just four plays and 37 seconds to score their first two TDs, drove 35 yards in 16 seconds for a go-ahead field goal before halftime, and used only 37 seconds on the way to another go-ahead touchdown in the third quarter.

The Vols were outgained 612-461 and held the ball for just 13:52, but made the most of it before a sellout crowd in hostile territory. Many spectators had barely settled into seats when Hooker tossed his first TD pass to Javonta Payton on the game's first snap.

''We scored extremely quickly on some big plays and even when we didn't, we move the ball down into plus-red zone territory and end up fumbling,'' Tennessee coach Josh Heupel said. ''It's just really unique how the game really unfolded.''

Hooker's final TD to Tillman with 11:40 remaining proved to be the biggest as Kentucky (6-3, 4-3) got within a field goal on Will Levis' 24-yard touchdown toss to Izayah Cummings. The Wildcats got one last chance after Chase McGrath's missed field goal but couldn't take advantage, turning the ball over on downs with 29 seconds left.

It was Tennessee's first win over a ranked opponent since 2018, also against Kentucky.

Alontae Taylor came up with Tennessee's biggest defensive play with 6:23 left in the third, reading Levis perfectly to jump a route for a 56-yard interception return for a touchdown that gave the Volunteers their first 10-point lead.

''I knew I had the flats the whole time, so I just baited him into that,'' Taylor said. ''As soon as I saw his shoulders turn, I just drove on it because I knew that was my responsibility and I had help over top.''

Kentucky pulled to 38-35, but Hooker answered with a 6-yard scoring pass to Tillman that provided breathing room. The Wildcats dropped their third consecutive game.

Hooker completed 15 of 20 passes for a career-best 316 yards with TDs to Javonta Payton, Velus Jones Jr., tight end Jacob Warren and Tillman. Jabari Small rushed for a 37-yard TD as Tennessee bounced back from losses to then-No. 13 Mississippi and then-No. 4 Alabama, avoiding consecutive losses to Kentucky for the first time since 1976-77.

''They're the best receiving corps in the nation, in my opinion,'' Hooker said of his targets. ''They made big plays when they needed, and if it's 1-on-1, it's a mismatch automatically.''

Hooker, a graduate transfer from Virginia Tech, topped his previous best of 311 yards passing against Virginia in 2019. He threw for three TDs at Alabama two weeks ago.

Levis threw for 372 yards and three touchdowns for Kentucky, which stayed competitive with several long, time-consuming drives among a remarkable 99 snaps. He also ran for two scores. But the Wildcats' defense couldn't slow Hooker or the Volunteers' high-speed offense, which scored on three consecutive second-half possessions to stay ahead.

''Very difficult loss,'' Kentucky coach Mark Stoops said. ''Not sure I've been a part of one like that. So good in so many ways but not so good on other things.''


Levis rebounded in some respects with pinpoint throws and versatility, particularly during a three-play sequence in the second quarter in which he completed a 31-yard pass, caught a 15-yard pass and made an 8-yard leap for a TD. He even hurdled a defender for a 5-yard gain in the third.


Kentucky's home loss will probably cost the Wildcats at least a few spots in the poll - and possibly their Top 25 ranking altogether.


Tennessee moved the ball virtually at will against a Kentucky defense that just couldn't keep up. Strong as Hooker was with his arm, he also contributed a couple of key runs that helped the Volunteers finish with 145 yards on the ground. But completing three passes for 35 yards in 16 seconds to set up McGrath's go-ahead, 35-yard field goal as the first half ended was his most effective sequence.

Kentucky dominated in almost every statistical category and mounted long drives that had the Vols on their heels. The Wildcats even appeared to seize momentum with a 21-14 lead. But none of that mattered as the defense couldn't slow down Tennessee, and the offense couldn't play catch-up.


Tennessee hosts top-ranked Georgia on Nov. 13.

Kentucky visits last-place Vanderbilt in its SEC finale on Nov. 13.


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