Lexington, KY (Sports Network) - Anthony Dixon ran for a touchdown and caught another, leading Mississippi State to a surprising 31-14 victory over 14th- ranked Kentucky.

Dixon galloped for 75 yards and caught a short touchdown pass for the Bulldogs (5-4, 2-3 SEC), who entered play Saturday on a two-game slide following a 38-13 pounding at the hands of West Virginia.

Wesley Carroll managed the game at quarterback, completing 17-of-28 passes for 152 yards and two touchdowns. Eight different Bulldog receivers hauled in passes with Christian Ducre leading the way with five catches for 30 yards. Ducre also ran for a team-high 119 yards in the victory.

The running back's 34-yard TD scamper with 8:15 left in the fourth gave the Bulldogs a 31-14 lead.

Andre' Woodson threw for 230 yards on 24-of-42 passing with two touchdowns and three interceptions for Kentucky, which has dropped three of four since a 5-0 start. Its only win in that time was a triple overtime victory over then-No.1 LSU.

Steve Johnson caught a pair of touchdown passes for the Wildcats (6-3, 2-3) in defeat.

The Bulldogs took their opening drive 70 yards for an early touchdown. Carroll's 15-yard toss to Eric Butler was one of three third-down conversions on the 14-play march that ended with Carroll's 11-yard scoring strike to Jason Husband.

Kentucky answered right back with the ball in the hands of its star quarterback Woodson. After three consecutive Derrick Locke runs and an incompletion, Woodson threw a 31-yard pass to Dicky Lyons down to the Mississippi State 30-yard line. Woodson finished off the touchdown march with an 18-yard completion to Johnson.

Mississippi State continued its offensive onslaught on the next series, marching 80 yards for another score. The methodical drive included several key pass plays, including a 12-yard strike to Eric Hoskins, putting the football at the Wildcats 24-yard line. The Bulldogs punched it into the end zone via the air attack from in close, as Carroll lobbed a one-yard touchdown to Dixon.

The Wildcats marched towards a tie late in the half, a drive aided by a questionable personal foul penalty as Woodson lunged for a first down near the right sideline. However, Lones Seiber misfired wide right from 34 yards away to keep the deficit at 14-7.

Kentucky then coughed up the opening kickoff of the second half, and not even halfway through the third quarter, coughed the ball up again.

Alfonso Smith fumbled the kickoff and the Bulldogs recovered at the Wildcats 32-yard line. Ducre scampered for 11 yards and Carroll found Aubrey Bell for 12 yards to set up Adam Carlson's 31-yard field goal.

Woodson and his offense went three and out on the next series, and a punt miscue again gave Mississippi State excellent field position. Tim Masthay fumbled off a high long snap and K.J. Wright fell on the football at the Wildcats 26-yard line.

Carroll found a wide open Hubbard in the middle of the field for 22 yards on 3rd-and-11, and several plays later, Dixon ran off right tackle and jumped into the end zone from one yard away for the 24-7 advantage.

Desperate for a spark, the Wildcats forced the issue on 4th-and-8 from the Bulldogs 37-yard line, and Woodson tossed a pass that Johnson plucked out of midair for an acrobatic scoring strike and a 24-14 game.

The Wildcats turned the ball over on three of their next five drives, with one punt and the other ending on downs.