FAYETTEVILLE — Kentucky never panicked.

Not when it trailed by 14 points late in the first half. Not when two Arkansas scores 11 seconds apart rocked Reynolds Razorback Stadium early in the fourth quarter.

Cool quarterback Andre ’ Woodson led the No. 21 Wildcats to three touchdowns in the final eight minutes, bringing out boos at Reynolds Razorback Stadium in Kentucky’s 42-29 comeback victory over Arkansas.

“I heard [the boos ],” Arkansas Coach Houston Nutt said. “I’ve been booed before. They paid their ticket, so they can do that.”

Woodson shook off a subpar first half by throwing two touchdown passes to Keenan Burton, then taking a keeper 1 yard for a touchdown with 59 seconds left. Woodson also extended his streak of consecutive passes without an interception to 296 to break Trent Dilfer’s NCAA record of 271.

Kentucky (4-0, 1-0 SEC ) left with a victory despite hanging on for dear life during a first half in which the Razorbacks piled up 373 yards but couldn’t ring up the scoreboard in an equally convincing fashion.

Arkansas (1-2, 0-2 ) lost for the fifth time in six games dating back to last season. For the second time in two weeks, the Razorbacks held a late fourth-quarter lead but could not sustain a drive to run out the clock as Kentucky piled up to stop the run and forced an errant third-down pass.

“We’ve got to be able to throw it when everybody knows you’re going to throw it,” Arkansas offensive coordinator David Lee said.

Fullback Peyton Hillis put it more succinctly: “It’s hard to run down the clock when they know you are going to run.”

Arkansas fans, electrified by a safety and Felix Jones’ touchdown return of the ensuing free kick in an 11-second span early in the fourth quarter, obviously were disgruntled with the late-game collapse.

Kentucky pulled off some fourth-quarter magic for the second week in a row. The Wildcats upset Louisville last week with Woodson’s touchdown throw to Steve Johnson with 28 seconds left, and this time, Kentucky put together back-toback touchdown drives of 80 and 68 yards after falling behind 29-21 with 11: 40 to play.

The Wildcats won despite losing three fumbles, including one that Antwain Robinson returned 16 yards for a touchdown on Kentucky’s second snap of the game.

“With everything that went wrong, and a lot went wrong tonight with critical penalties and key turnovers, this team found a way to win on the road in a tough place to win against a good football team,” Kentucky Coach Rich Brooks said.

The defeat came at a high cost to the Razorbacks, who lost receiver Crosby Tuck with a broken arm, went a long stretch without linebacker Weston Dacus, who suffered a concussion, and paid dearly for a brief stretch in the second quarter in which star backs Darren McFadden and Jones were out feeling ill with a virus.

Jones and McFadden returned in the second half, but the Razorbacks couldn’t regain their stride. McFadden’s Heisman hopes took a hard blow despite his 29 carries for 173 yards, including a 56-yard touchdown run from the WildHog formation in the first half. Jones finished with 12 carries for 133 yards, the sixth time he and McFadden both rushed for 100 yards in a game.

McFadden and Jones each had their 100-yard games by halftime but combined for just 76 rushing yards in the second half as the Razorbacks spun their wheels.

“Our ability to contain them in the second half was the key to the win,” Brooks said.

Kentucky benefited from two momentum-grabbing plays: Trevard Lindley’s 66-yard fumble return for a touchdown with 26 seconds left in the first half, and a roughing-the-kicker call against Arkansas’ Ryan Powers on a missed field goal with the Hogs ahead 29-21 after Jones’ touchdown return.

Arkansas led 20-6 when Michael Smith, subbing for McFadden and Jones, had the ball stripped out at the Kentucky 34. Lindley scooped and scored to snatch the halftime momentum.

“The game was close to running away from us,” Woodson said. “If he hadn’t gotten that fumble and scored, it probably would have turned out differently.”

Kentucky trailed 29-21 with a little more than eight minutes left when it lined up for a field goal at the Arkansas 19. Lones Seiber missed the 36-yard field goal try, but Powers bumped into teammate Michael Grant and plowed into the place-kicker for the personal foul penalty.

Freshman running back Derrick Locke, pressed into service because of injuries, scored on a 2-yard run two plays later, but Arkansas denied Woodson on a two-point conversion run.

The Razorbacks couldn’t convert a first down on their next sequence and punted away. Kentucky needed just 1: 33 to take the lead on Woodson’s laser 32-yard throw to Burton to complete a six-play drive. Woodson found Burton again for the two-point conversion for a 35-29 lead.

Arkansas turned it over on downs with its next possession, which included a third-down sack by Jeremy Jarmon.

Down on its luck, behind 21-20 and struggling on offense, Arkansas was desperate for a big play early in the fourth quarter. The spark came from an unexpected source: first-time starter Fred Bledsoe.

The senior from Little Rock Central barged in on a snap from the Kentucky 3, and after Woodson collided with running back Tony Dixon in the end zone, Bledsoe and Patrick Jones flattened Woodson for a safety to put Arkansas ahead 22-21.

The roaring Reynolds Razorback Stadium crowd of 74, 015, the sixthlargest in school history, bumped its decibel level even further moments later as Jones took the free kick from his 18, waited for a wave of blocks, then sprinted 82 yards for a touchdown.

Jones’ fourth career kickoff return touchdown, an Arkansas record, put the Razorbacks ahead 29-21.

But the Hogs did not log another first down until the final minute of the game, while Kentucky piled up 172 yards and 21 points in the last eight minutes.

“We’ll have a lot of negativity,” Nutt said. “I told them, blame it on me.”