Kentucky has only beaten a No. 1 ranked opponent three times in school history.

The Wildcats came close to accomplishing the feat for the first time since 2007 before No. 1 Georgia scored a touchdown late in the fourth quarter to hold off Kentucky 13-12 Saturday at Kroger Field.

Kentucky coach Mark Stoops couldn’t have asked for a better performance from his squad coming off a disappointing 31-6 loss to South Carolina in its Southeastern Conference opener last week. Not a fan of moral victories, Stoops praised his team’s ability to compete against Georgia, which has now won 15 straight against the Wildcats.

“(I’m) proud of our players with how hard they played in picking themselves up off the mat after (that) performance a week ago that none of us were very pleased with,” he said. “(We) had to rebound and play the No. 1-ranked team in the country and came out and played them toe-to-toe. No flukes, no gimmicks. You can’t trick a really good team like that. You have to man up and make plays when you need to (and) give them credit. They made more than us.”

The Bulldogs (3-0, 1-0) scored 82 points in their first two games of the season, but had a tougher time scoring against Kentucky, which led the Bulldogs 9-6 going into the fourth quarter. It took a second-half comeback for Georgia to avoid a misstep with a top five showdown looming at No. 4 Alabama in two weeks.

“To play and beat this team, you are going to have to make competitive plays and play extremely hard,” Stoops said. “I thought we did that. We had a good recipe to do to try to get this victory (but) just fell well short.”

The Wildcats (1-2, 0-2) limited the Bulldogs to a season-low three points and 65 total yards in the first half while using a pair of field goals from Alex Raynor, including a school-record 55-yard kick in the first quarter, to lead 6-3 at the break.

It wasn’t the first time this season that Georgia has struggled in the opening half. The Bulldogs tallied just six points in the first half before erupting for 28 points in a 34-3 win over Clemson in their season opener. Overall, Georgia managed just 262 total yards — 20 less than the Wildcats.

“I tried to tell everybody all week,” Georgia coach Kirby Smart said. “Nobody would listen to me. I know what this team is made out of,  I know how tough he coaches … they came out ready to play.”

Raynor punched in a 40-yard field goal on Kentucky’s opening drive of the second half to increase the margin to 9-3 at the 9:03 mark of the third quarter. Georgia responded with a 30-yard field goal of its own that narrowed the margin to 9-6 with 3:52 left in the third frame.

Georgia took a 13-9 lead after scoring its only touchdown of the game in the fourth quarter on Branson Robinson’s 3-yard run. Kentucky answered when Raynor booted a 51-yard field goal with 8:01 remaining, the second longest of his career, to make it 13-12.

“He’s very reliable,” Stoops said of Raynor. “He’s just been very steady. He’s always got a calm demeanor. He’s very accurate in practice and just does his job.”

A critical decision late in the game had some questioning Stoops. Facing fourth-and-8 at the Georgia 47-yard line with 3:02 remaining, Stoops elected to punt rather than try for the first down.

UK had all three timeouts remaining and had forced a three-and-out on Georgia’s previous possession. The defense had been spectacular. Stoops did not second guess the choice.

“I don’t regret punting that ball,” he said after the game. “I felt like if we went for it there and don’t make it, then our offense, if we stop them, has to go the length of the field. That was going to be tough against that defense in a predictable pass situation. That’s not our strength.”

The decision backfired as Georgia quickly earned a first down with a 33-yard completion on second-and-9. The Bulldogs added another first down and when UK did get the ball back, it was at its own 20 with only nine seconds remaining, and two short completions from quarterback Brock Vandagriff ended it.

Vandagriff threw for 97 yards against his former team and rushed for 26 more as the Wildcats gained 170 yards rushing. Demie Sumo-Karngbaye led the Wildcats running attack with 98 yards while Jamarion Wilcox added 43.