Auburn running back Kamryn Pettway, who gained a career-high 236 yards in a 40-29 win over host Mississippi on Saturday night, wanted to inflict pain on defenders before they could do that to him.

"As the game went on, I felt more in control," Pettway said after the 15th-ranked Tigers won their fifth consecutive game. "I felt like nobody could stop me. I want to bring the pain to them instead of taking a hit, and I think I did that."

The performance of Pettway and Ole Miss quarterback Chad Kelly highlighted an offensive-dominated game in which the teams combined for 1,124 yards.

Kelly, the nephew of former Buffalo Bills quarterback Jim Kelly, set a school record with his 465 yards passing while completing 36 of 59 passes to nine different receivers. He broke Archie Manning's 47-year-old record with a fourth-down completion to tight end Evan Engram for 18 yards with 5:58 left in the game.

Manning set the previous record of 436 yards in a 33-32 loss to Alabama in 1969.

Kelly's production was not enough to make up for the Rebels' struggling defense, which allowed Pettway and Auburn's run game to gain 307 yards on 52 carries.

"It was a disappointing performance on our end," said Ole Miss coach Hugh Freeze, whose team lost its third consecutive game to fall to 3-5 overall and 1-4 in the SEC. "We have to do a much better job in our pursuit. We need 11 guys to run to the ball and make the stop."

Auburn (6-2, 4-1 SEC) persevered in the game that featured 11 lead changes before the Tigers outscored the Rebels 13-0 in the fourth quarter. Through three quarters, Kelly was 31 of 47 for 429 yards. In the fourth, he was 5 of 12 for 36 yards and an interception.

"I think it's important how we win," Auburn coach Gus Malzahn said of the Tigers' fourth-quarter performance. "We were on the road, facing adversity...I'm proud of our players."

Engram was another offensive standout for Ole Miss, breaking his own school record for receiving yards in a season by a tight end. He had 662 yards in 2014. After Saturday's game, he has 700, but his costly drop of a pass from Kelly with 7:32 left in the game dealt a blow to the Rebels' chances.

On a second-and-8 at the Auburn 38-yard line, Kelly found Engram open on a post pattern but Engram mishandled the pass that would have resulted in a touchdown. On the next play, Kelly threw a pass that was intercepted by Auburn cornerback Joshua Holsey, who returned the ball 47 yards to the Ole Miss 25.

After Pettway ran the ball twice for 22 yards to the Ole Miss 3, running back Kerryon Johnson scored with 5:58 remaining. Daniel Carlson's extra-point kick put the Tigers ahead 40-29. Carlson kicked four field goals in the game, including two earlier in the fourth quarter. "Carlson is the best kicker in the nation," Malzahn said of his kicker, a junior who has made 17 of his 18 attempts this season. "And Pettway is starting to establish himself as one of the top guys in the country."

Ole Miss's possession after Johnson's touchdown run stalled on downs as Kelly threw four straight incomplete passes at the Auburn 41 with 4:21 left. Kelly's 465 passing yards gives him 12 games of at least 300 pass yards in his career, an Ole Miss record.

Neither defense put up much resistance from the start as both teams scored on all nine possessions of the first half while amassing a combined 623 yards in total offense and 31 first downs. The Rebels had 20 of those first downs.

NOTES: Nine of the last 12 games in the series between Auburn and Ole Miss have been decided by double digits, four of those by 20 points or more. … Auburn has scored 486 points (32.4 points per game) in 15 road games during the Malzahn era. … Ole Miss played to form Saturday after entering the game ranked second in the SEC in scoring (37.0 points per game) and first in passing (305.4 yards per game). The Rebels also converted 31 of 33 red-zone attempts, tied for seventh best in the country (93.9 percent). … Kelly has thrown a TD pass in 21 straight games. Engram leads all tight ends in the nation with his 700 receiving yards. … Auburn was one of just six teams nationally to rank in the top 18 in both total offense and total defense before playing the Rebels.