Kentucky proved to be its own worst enemy in Saturday’s SEC match-up at Ole Miss.

The Wildcats had the edge statistically, but were undone by their own mistakes and fell 42-35 to the Rebels. The ‘Cats managed 423 yards of total offense for the day. But they committed three costly turnovers that led to 21 Ole Miss points and dropped their second consecutive conference game.

UK led 14-7 in the second period before the Rebels took advantage of the visitors’ mistakes to score 35 of the game’s next 41 points.

Ole Miss quarterback Jeremiah Masoli didn’t put up big numbers (9 of 17 for 90 yards), but passed for three touchdowns without an interception.

Running back Derrick Locke rushed for 69 yards and two scores to lead Kentucky, which drew to within seven points when quarterback Mike Hartline found receiver Chris Matthews for a 13-yard scoring strike with 1:34 remaining.

The teams combined for 77 points, 44 first downs and 728 yards of total offense.