STARKVILLE, Miss. (AP) — Dillon Johnson ran for two touchdowns and Mississippi State scored 14 points off of four Kentucky turnovers to beat the No. 12 Wildcats 31-17 on Saturday night.

The Bulldogs (5-3, 3-2 Southeastern Conference) came up big with three interceptions of Will Levis and a fumble recovery. They turned a third-quarter fumble and pickoff into consecutive touchdowns to put the game out of reach.

“I thought it was huge,” Mississippi State coach Mike Leach said. “Kentucky is really about control … maintaining control is something we’ve struggled with this year, so those obviously helped.”

Will Rogers set an SEC record by completing 92% of his passes — 36 of 39 — for 344 yards and a touchdown as the Bulldogs won their second consecutive game. Johnson had scoring runs of 9 and 1 yards and finished with 41 yards rushing on 11 carries. Jo’Quavious Marks rushed for 58 yards and a score.

Levis was 17 of 28 for 150 yards and the Wildcats (6-2, 4-2) managed just 66 yards rushing in being outgained 438-216.

“We didn’t match the intensity. I felt like we got pushed around,” Kentucky coach Mark Stoops said. “We were not able to run the ball. They ran the ball. They made competitive plays, approached, outcoached us, outplayed us in every area. So overall, just a very deflating defeat.”

ROGERS

Rogers continued his impressive season. He is now up to 2,546 yards and 18 touchdowns, with a 73.5% completion percentage.

POLL IMPLICATIONS

Kentucky will fall several spots and possibly out of the rankings following its second consecutive loss.

THE TAKEAWAY

Kentucky: Josh Ali got the Wildcats started by returning a punt 75 yards for a touchdown, but it soon went downhill from there with self-inflicted wounds. Worse, the turnovers gave the Bulldogs a short field for them and they couldn’t cover either the pass or the run. Not the way they expected to come out of a bye.

Mississippi State: The Air Raid offense had a lot of ground-and-pound elements, and the Bulldogs posted just their second game this season with multiple rushing touchdowns. The Bulldogs have shown they can beat talented teams, as long as they play clean.

UP NEXT:

Kentucky: Hosts Tennessee on Nov. 6.

Mississippi State: At Arkansas on Nov. 6.