| 1st Quarter | | MSST | UK |
| Kentucky at 15:00 | MSST | UK |
| | Craig McIntosh kickoff for 70 yards returned by Leon Berry, tackled by Moncell Allen and Matt Lentz, fumbled, recovered by MisSt Leon Berry in the endzone, Leon Berry for 10 yards, to the MisSt 10, tackled by Moncell Allen and Matt Lentz. | 0 | 0 |
| Mississippi State at 15:00 | MSST | UK |
| 1st and 10 at MSST 10 | Anthony Dixon rush for 3 yards to the MisSt 13, tackled by Corey Peters. | 0 | 0 |
| 2nd and 7 at MSST 13 | Tyson Lee pass complete to Chad Bumphis for 10 yards to the MisSt 23, tackled by Paul Warford for a 1ST down. | | |
| 1st and 10 at MSST 23 | Christian Ducre rush for 2 yards to the MisSt 25, tackled by Sam Maxwell. | | |
| 2nd and 8 at MSST 25 | Anthony Dixon rush for 4 yards to the MisSt 29, tackled by Sam Maxwell. | | |
| 3rd and 4 at MSST 29 | Tyson Lee pass complete to Marcus Green for 6 yards to the MisSt 35, tackled by Danny Trevathan for a 1ST down. | | |
| 1st and 10 at MSST 35 | Tyson Lee pass incomplete to Leon Berry. | | |
| 2nd and 10 at MSST 35 | Anthony Dixon rush for 2 yards to the MisSt 37, tackled by Winston Guy Jr. and Danny Trevathan. | | |
| 3rd and 8 at MSST 37 | Tyson Lee pass incomplete to Marcus Green. | | |
| 4th and 8 at MSST 37 | Heath Hutchins punt for 34 yards to the Kent 29, no return. | | |
| DRIVE TOTALS: MS drive: 8 plays 37 yards, 00:00 MS PUNT |
| |
| Kentucky at 15:00 | MSST | UK |
| 1st and 10 at UK 29 | Derrick Locke rush for 4 yards to the Kent 33, tackled by Jamar Chaney and Marcus Washington. | 0 | 0 |
| 2nd and 6 at UK 33 | Morgan Newton pass complete to Derrick Locke for 3 yards to the Kent 36 out-of-bounds. | | |
| 3rd and 3 at UK 36 | Timeout Kentucky, clock 10:14. | | |
| 3rd and 3 at UK 36 | Randall Cobb rush for no gain to the Kent 36, tackled by K.J. Wright. | | |
| 4th and 3 at UK 36 | Ryan Tydlacka punt for 50 yards, fair catch by Leon Berry at the MisSt 14. | | |
| DRIVE TOTALS: UK drive: 3 plays 7 yards, 00:55 UK PUNT |
| |
| Mississippi State at 10:14 | MSST | UK |
| 1st and 10 at MSST 14 | Tyson Lee pass complete to Anthony Dixon for 15 yards to the MisSt 29, tackled by Calvin Harrison for a 1ST down. | 0 | 0 |
| 1st and 10 at MSST 29 | Anthony Dixon rush for 5 yards to the MisSt 34, tackled by Taylor Wyndham. | | |
| 2nd and 5 at MSST 34 | Tyson Lee pass complete to Christian Ducre for a loss of 1 yard to the MisSt 33, tackled by Danny Trevathan and Taylor Wyndham. | | |
| 3rd and 6 at MSST 33 | Tyson Lee pass incomplete to Chad Bumphis. | | |
| 4th and 6 at MSST 33 | Heath Hutchins punt for 30 yards, returned by Gene McCaskill out-of-bounds. | | |
| DRIVE TOTALS: MS drive: 4 plays 19 yards, 00:00 MS PUNT |
| |
| Kentucky at 9:24 | MSST | UK |
| 1st and 10 at MSST 48 | Morgan Newton pass complete to Randall Cobb for 12 yards to the MisSt 36, tackled by Jamar Chaney out-of-bounds for a 1ST down. | 0 | 0 |
| 1st and 10 at MSST 36 | Morgan Newton pass incomplete to Randall Cobb. | | |
| DRIVE TOTALS: UK drive: 2 plays 11 yards, UK FUMB |
| |
| Mississippi State at 7:24 | MSST | UK |
| 1st and 10 at MSST 37 | Anthony Dixon rush for 5 yards to the MisSt 42, tackled by Micah Johnson. | 0 | 0 |
| 2nd and 5 at MSST 42 | Anthony Dixon rush for 37 yards to the Kent 21, tackled by Calvin Harrison for a 1ST down. | | |
| 1st and 10 at UK 21 | Anthony Dixon rush for 1 yard to the Kent 20, tackled by Corey Peters and Micah Johnson. | | |
| 2nd and 9 at UK 20 | Tyson Lee pass complete to O'Neal Wilder for 5 yards to the Kent 15, tackled by Randall Burden. | | |
| 3rd and 4 at UK 15 | Tyson Lee pass incomplete to Christian Ducre. | | |
| 4th and 4 at UK 15 | Derek DePasquale 33 yard field goal GOOD. | 3 | 0 |
| | Derek DePasquale kickoff for 50 yards returned by Derrick Locke, tackled by Christian Ducre for 21 yards to the Kent 41, tackled by Christian Ducre. | | |
| DRIVE TOTALS: MS drive: 6 plays 48 yards, 02:24 MS FG |
| |
| Kentucky at 4:23 | MSST | UK |
| 1st and 10 at UK 41 | Morgan Newton pass complete to Gene McCaskill for 3 yards to the Kent 44, tackled by K.J. Wright. | 3 | 0 |
| 2nd and 7 at UK 44 | Derrick Locke rush for 19 yards to the MisSt 37, tackled by M Langston and Marcus Washington for a 1ST down. | | |
| 1st and 10 at MSST 37 | Derrick Locke rush for 2 yards to the MisSt 35, tackled by Josh Boyd. | | |
| 2nd and 8 at MSST 35 | Morgan Newton pass incomplete to Derrick Locke, hurried by Marcus Washington. | | |
| 3rd and 8 at MSST 35 | Morgan Newton pass complete to La'Rod King for 18 yards to the MisSt 17, tackled by Johnthan Banks out-of-bounds for a 1ST down. | | |
| 1st and 10 at MSST 17 | Derrick Locke rush for 7 yards to the MisSt 10, tackled by Nick Bell and Jamar Chaney. | | |
| 2nd and 3 at MSST 10 | Derrick Locke rush for 10 yards for a TOUCHDOWN. | 3 | 6 |
| | Lones Seiber extra point GOOD. | 3 | 7 |
| | Craig McIntosh kickoff for 64 yards returned by Leon Berry, tackled by Moncell Allen for 19 yards to the MisSt 25, tackled by Moncell Allen. | | |
| DRIVE TOTALS: UK drive: 7 plays 59 yards, 02:49 UK TD |
| |
| Mississippi State at 1:28 | MSST | UK |
| 1st and 10 at MSST 25 | KENTUCKY penalty 15 yard personal foul on N/A accepted. | 3 | 7 |
| 1st and 10 at MSST 40 | Tyson Lee rush for 25 yards to the Kent 35, tackled by Randall Burden and Taiedo Smith for a 1ST down. | | |
| 1st and 10 at UK 35 | Anthony Dixon rush for 10 yards to the Kent 25, tackled by Calvin Harrison and Taiedo Smith for a 1ST down. | | |
| 1st and 10 at UK 25 | Anthony Dixon rush for 15 yards to the Kent 10, tackled by Randall Burden for a 1ST down. | | |
| 1st and Goal at UK 10 | Anthony Dixon rush for no gain to the Kent 10, tackled by Danny Trevathan. | | |
| | End of 1st Quarter | | |
Mississippi State 31, 
Kentucky 24