Kentucky made fans forget about Louisville's No. 7 ranking and its Heisman Trophy candidate for a half.
In their annual rivalry game on Saturday at Commonwealth Stadium, the Cats and Cardinals were knotted in a defensive struggle.
UK's two-quarterback system and Louisville's single-quarterback wrecking ball named Teddy Bridgewater that dominated the story lines coming into the game, took a backseat to a defensive chess game.
"We felt great," UK senior Avery Williamson said. "We felt unstoppable."
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But those feelings faded as Louisville's offense took control of the clock and the scoreboard, winning its third straight over Kentucky 27-13.
It wasn't a monumental performance by Heisman candidate Bridgewater, although he did finish the day with 250 yards and a touchdown as well as 35 rushing yards.
Much of the credit belonged to the Louisville defense, which held a Kentucky team that racked up 675 yards of total offense last week, to 376 yards.
The Cardinals' defense kept Kentucky from converting a single third down (in 13 tries) and forced the Cats into three turnovers.
"When you have a Heisman quarterback you're going to get the notoriety there on offense but ... we have some players on defense," Louisville Coach Charlie Strong said. "I don't know what we're known as but I'd just like to be known as a team that plays together in all three phases."
That's exactly where Kentucky (1-2) failed, its offensive coordinator said.
"We played well enough in two of the three phases to win the game," Neal Brown said afterward, noting that the one struggling phase was his offense, which saw familiar issues like dropped passes and miscues kill drives and momentum.
"We had drops, we missed routine throws at the quarterback position," Brown continued. "Just routine plays. You know, that's the thing: Everybody thinks you've got to make great plays on offense; all you gotta do is make consistent routine plays."
Louisville found its consistency in the third quarter, when it scored 10 unanswered points to build on its 10-3 lead halftime.
The first score of the half was a 1-yard run by Senorise Perry, which capped a nine-play, 83-yard drive that ate up 4:14. The score was one of two for the senior running back, who finished with 100 yards on 11 carries.
Perry's 36-yard score with 11:29 to go in the game gave the Cardinals (3-0) their largest lead, 27-6.
Kentucky's defense, which played well for much of the game, struggled to hold up the longer it stayed on the field in the second half.
UK's offensive coordinator took full responsibility for any defensive struggles, too.
"Obviously, we didn't help them out," Brown said. "We couldn't convert on third down to keep 'em off the field, and our guys got a little tired, expectedly, in the second half."
It took awhile for the Cardinals' offense, ranked 16th in the nation averaging 46.5 points a game, to get going. But it was able to wear down the UK defense in the second half in front of a late-arriving 65,445 at Commonwealth Stadium.
The big crowd saw sophomore quarterback Maxwell Smith again injure his throwing shoulder and miss most of the second half after an ineffective day that included him going 9-for-20 for 109 yards.
Part of that poor passing percentage was attributable to dropped passes by young UK wide receivers.
"They had a rough day; I had a rough day; we all had a rough day," Smith said.
He went out with a little less than eight minutes to go in the third quarter and forced Jalen Whitlow back into service.
The sophomore quarterback, who started his day with a fumble, immediately threw an interception when put into the game after Smith's injury. Whitlow helped get UK's offense back on track late, throwing a 3-yard TD pass to Alex Montgomery with 6:21 to go to get UK within two touchdowns, 27-13.
Whitlow completed eight of his 17 pass attempts for 105 yards. He also ran 12 times for 37 yards in the Kentucky loss.
"Jalen did some good things and obviously made some critical errors," UK Coach Mark Stoops said. "He's not unlike a lot of our players. It's hard to swallow when you're the quarterback and he's very visible."
Stoops found it hard to place the blame on any one player or any one unit when there was plenty of blame to go around.
"Until we start making the routine plays, we're going to have a hard time beating a top– 10 team," he said. "But had we made routine plays, then we have a chance, better chance than the way it turned out."
Jojo Kemp, who didn't see his first action until the second half, was a bright spot for the UK offense, which totaled 376 yards. The freshman running back ran five times for 80 yards, including a pretty 47-yard breakaway down the sideline.
One key mistake was a fumbled handoff between Smith and Raymond Sanders late in a 61-yard drive that had the Cats at the Louisville 14-yard line.
UK was trailing 10-3 and had a chance to tie it less than a minute before halftime.
"It was great to get a little momentum going into halftime," said Preston Brown, who recovered the fumble for Louisville. "It really got the guys hyped up and ready to go back in there."
Kentucky offensive coordinator Brown called it a "crucial" mistake on the Cats' part.
"Our defense had fought hard, had really played well enough for us to be tied at the half," he said. "I thought that was huge, because they took the ball the first drive of the second half and went down and scored."
Nate Willis blocked a field goal to set up UK's final drive of the game, but the Cats could only get as close as the Cards' 27-yard line before turning it over on downs.
Linebacker Williamson, the Cats' defensive leader who had a game-high 15 tackles, said the game was a learning experience for all involved.
"I know they can do better," he said of the offense. "They had some drops. I don't want to point fingers at anybody, but we all can do better."