LITTLE ROCK, Ark. - Toledo made Arkansas one dimensional Saturday.

That was bad news for the No. 18 Razorbacks.

The Rockets stopped Arkansas when it mattered most and picked up the school's first victory over an SEC team in four tries, upsetting the Razorbacks 16-12 on Saturday at War Memorial Stadium.

Arkansas senior quarterback Brandon Allen drove the Razorbacks 52 yards with no timeouts in the final 44 seconds thanks to three big completions, but two pass attempts into the end zone in the final six seconds fell incomplete, sealing the upset.

"Our kids had faith in our program and had faith in who we are," Toledo Coach Matt Campbell said. "Hopefully this says who we are."

Toledo (1-0) came up with big play after big play offensively all day to maintain momentum and held Arkansas to 103 yards rushing.

"Our front seven was outstanding," Campbell said. "We were able to dictate the tempo and that was so important,"

The Rockets won despite being outgained 515-293. Allen completed 32-of-53 passes for a career-high 412 yards, but the Razorbacks struggled on the ground all day.

Junior Alex Collins led Razorbacks' rushers with 54 yards on 20 carries, but 21 of those yards came on one play.

"We have to be able to run the football, and that didn't happen today," Arkansas coach Bret Bielema said. "I'm embarrassed and very disappointed. Today we earned that defeat by the things we weren't able to do."

Toledo quarterback Phillip Ely completed 21-of-37 passes for 237 yards, including big connections that helped the Rockets go 5-of-15 on third-down conversions and 2-of-3 on fourth downs.

"He comes in here with his leadership," Campbell said of Ely. "It was so empowering to our team."

Arkansas looked like it had regained some momentum late in the game when it drove 65 yards and had first-and-goal from the Toledo 4 with less than four minutes remaining.

The Razorbacks, though, attempted one run play (negated by a holding penalty) and were stopped after two incompletions turned the ball back over the Rockets.

"We've really got to look at our red zone package," Bielema said. "Being able to run the football has to be first and foremost."

Toledo turned a 9-7 halftime lead into a two-possession advantage late in the third quarter on an 11-yard scoring run from Damion Jones-Moore. The touchdown capped an 80-yard, 10-play drive by the Rockets, giving them a 16-7 lead and the momentum.

Arkansas (1-1) followed with a 21-play, 73-yard drive but had to settle for a 25-yard field goal from Cole Hedlund, trimming Toledo's lead to 16-10 with 10:39 remaining.

Despite outgaining Toledo 278-216 in the first half, Arkansas looked out of sync early. The Rockets took advantage.

A high snap on a punt on the Razorbacks' opening possession gave Toledo good field position and the Rockets quickly took their first lead. Ely connected with Corey Jones on a 5-yard scoring pass with 7:01 left in the first quarter and after the two-point try failed, Toledo led 6-0.

After Arkansas missed a 41-yard field goal and Toledo had a 37-yard field goal blocked, the Razorbacks took their first lead with just under eight minutes left in the half. Alex Collins ran 21 yards for a score, capping an eight-play, 88-yard drive. The drive included completions of 18, 26 and 27 yards from Allen.

But Toledo regained the lead just before half.

After stopping Arkansas on a fourth-down try from the Rockets' 34-yard line with 2:50 remaining, Toledo used a 38-yard field goal from Vest with 1:10 remaining to finish an eight-play, 45-yard series and led 9-7 at halftime.

Allen completed 10 of his first 13 passes and finished the first half 16-of-21 for 222 yards. Arkansas had 56 first-half rushing yards.

Ely was 13-of-27 for 183 yards in the opening 30 minutes.

NOTES: First-year Arkansas offensive coordinator Dan Enos is 0-6 in games against Toledo. Enos was 0-5 against the Rockets as head coach at Central Michigan. ... Stats from Toledo's season opener against Stony Brook didn't count after the game was canceled due to weather at halftime with the Rockets leading 16-7. ... Saturday's game was the Razorbacks' 237th game in their second home at War Memorial Stadium in Little Rock, which is approximately three hours from the Fayetteville campus. This season, however, marks the first time since the stadium opened in 1948 that Arkansas won't be playing a game there against a conference opponent. Last season's loss to Georgia was the 78th consecutive year the Razorbacks have played a conference game at War Memorial. Arkansas is under contract until 2018 to play at least one game each year at the stadium, which holds nearly 20,000 fewer than Razorback Stadium in Fayetteville. ... Toledo junior RB Kareem Hunt and senior DE Allen Covington didn't play. Both are serving two-game suspensions for violating team rules. The duo is expected to play next week against Iowa State. ... Arkansas WRs Jared Cornelius and Dominique Reed were suspended for the first half after being late for a team meeting.