Columbia, SC (Sports Network) - Eric Norwood returned two Andre' Woodson fumbles for touchdowns, helping No. 11 South Carolina top eighth-ranked Kentucky, 38-23, in a battle of surprise SEC teams.

Woodson, a Heisman hopeful, also threw an interception and was sacked three times, as Kentucky (5-1, 1-1 SEC) was handed its first loss of the season.

His counterpart, Chris Smelley, threw for 256 yards and a pair of touchdowns for South Carolina (5-1, 3-1), and Mike Davis rushed for 62 yards and a score.

Woodson ended 23-of-40 for 227 yards with two touchdown passes. Rafael Little led all rushers with 135 yards on the ground in a losing effort.

South Carolina head coach Steve Spurrier improved to 15-0 against Kentucky, his best record against any school.

"I just told Eric Norwood I think that's the first defensive player I had score two touchdowns," Spurrier said. "That was some game he had. I think he had an All-American type game. He is an active player that really makes things happen."

The Gamecocks forged ahead 17-10 in the closing moments of the first half thanks to a three-yard TD run by Davis that capped a 10-play, 89-yard march.

Woodson committed a key error early in the third quarter, allowing Norwood to score his second touchdown of the night. With defenders hanging on him, Woodson tried a swing pass but ended up throwing a lateral that hit the turf for a fumble. Norwood scooped it up and ran 53 yards to pay dirt for a 24-10 South Carolina advantage.

A 41-yard field goal by Lones Seiber cut the deficit to 11, and he added a 23- yarder seconds into the fourth to make it 24-16.

Smelley, though, helped put the contest on ice with a seven-yard TD toss to Patrick DiMarco moments later, and added a 27-yard touchdown pass to Cory Boyd that capped the scoring.

"We played a great game," DiMarco said. "It was our biggest win since I have been here. It was a game we were looking forward to. We had to come out and play our game and we did."

The Gamecocks' opening drive seemed destined to end with six points, as Weslye Saunders hauled in a pass from Smelley and rumbled toward the goal line. Trevard Lindley raced from behind and popped the ball loose, however, and it tumbled out of the back of the end zone for a touchback.

Kentucky took over but quickly returned the favor. Woodson was hit simultaneously by a pair of defenders, jarring the ball loose from his grip. Norwood picked it up and ran it in for a 7-0 South Carolina lead.

"The differences in the game are turnovers and the penalties," said Kentucky head coach Rich Brooks. "We dug ourselves some long yard situations. South Carolina defense forced us into some and some were uncharacteristic of how we play."

The two teams exchanged field goals to close out the quarter, keeping the Gamecocks lead at seven.

The Wildcats struck quickly in the second quarter, though, with Woodson and Jacob Tamme connecting for an 18-yard TD strike that knotted the contest at 10-10.