LEXINGTON, Ky. — Matthew Stafford threw for 376 yards and the go-ahead touchdown to A.J. Green with 1:54 remaining to lift No. 14 Georgia to a 42-38 win over Kentucky today.

Knowshon Moreno ran for 123 yards and three scores and wide receiver Mohamed Massaquoi atoned for two fumbles by hauling in a career-high eight receptions for 191 yards and a touchdown as the Bulldogs (8-2, 5-2 Southeastern Conference) survived a major scare from the Wildcats (6-4, 2-4).

Freshman quarterback Randall Cobb ran for 82 yards and three scores for the Kentucky, but threw an interception to Georgia's DeMarcus Dobbs at the Georgia 13 with 46 seconds remaining and the Bulldogs escaped.

A week after getting embarrassed by Florida, the Bulldogs nearly slipped up again against the Wildcats. Kentucky dominated the line of scrimmage and took advantage of shaky Georgia special teams to overcome an early 14-point deficit to lead 38-35 with 4 minutes left.

Stafford, however, hit Massaquoi for 78 yards to put the ball inside the Kentucky 10. On 3rd-and-goal from the 11, Stafford avoided the rush and rolled to his right, flipping the ball to Green in the back of the end zone for his third touchdown pass of the day.

Kentucky, as it had all day, came right back. Cobb drove the Wildcats to the Georgia 26 before stalling and the Bulldogs seemed to have victory in hand when Cobb threw incomplete on fourth down.

Georgia's Nick Williams, however, was called for a facemask penalty while trying to sack Cobb. The penalty gave Kentucky a first down at the Georgia 13, and Cobb tried to throw a screen pass.

Dobbs didn't let it happen, stretching his 6-foot-2, 282-pound frame and snatching the ball with his right hand as he fell back to the ground.

It was one of the few defensive plays the Bulldogs made all day as Georgia struggled to contain Kentucky's newly installed spread offense. Cobb, who has spent much of the season battling sophomore Mike Hartline for the starting job, didn't do much throwing — going 12-of-20 for 105 yards — but the way the Wildcats were running, he didn't have to.

Kentucky rolled up 226 yards on the ground against the SEC's second-ranked run defense, keeping Georgia's high-powered offense off the field. Tony Dixon had 61 yards and two scores for the Wildcats and little-used fullback John Conner had 26 yards and a touchdown and Kentucky had a nearly 10-minute advantage in time of possession.

Stafford, however, made sure the Bulldogs made the best use of the few opportunities provided. Kentucky lost top cornerback Trevard Lindley with an injury in the second half, and the Bulldogs took off.

Massaquoi, who fumbled twice early in the fourth quarter to halt Georgia drives, made up for it after Kentucky punted to the Georgia 15 with 3:55 to go. Stafford hit him going over the middle on first down and Massaquoi stepped out of a tackle and raced down the right sideline to the Kentucky 7. Two plays later, Stafford connected with Green, who held on despite getting hit as he fell to the ground.

The last-minute heroics hardly seemed necessary after the Bulldogs raced to a quick 14-0 lead as Stafford hit Massaquoi for an easy 29-yard touchdown pass and Moreno went in from 6 yards.

The Wildcats, who have struggled on offense all season, fought back to tie it behind Cobb.

The freshman led a pair of time-consuming touchdown drives, ending the second with a nifty 2-yard run. Cobb's decision to prance across the goalline, however, drew a flag for unsportsmanlike conduct. The Bulldogs used the ensuing good field position to reclaim the lead at 21-14 on an 11-yard scoring pass from Stafford to Shaun Chapas.

The fun was just beginning.

Kentucky used a blocked punt and a 96-yard kickoff return to get back in it, and came within moments of upsetting the Bulldogs for the second time in three years.