LEXINGTON, Ky. (AP) Will Levis overcame two interceptions to throw a fourth-quarter touchdown pass to Izayah Cummings, safety Tyrell Ajian returned an interception 95 yards with 7:40 remaining, and Kentucky rallied past Chattanooga 28-23 on Saturday.

Considered overmatched in their first meeting against the Southeastern Conference school, the FCS Mocs (1-2) slowly turned a seven-point deficit into a 16-14 lead early in the fourth on Aaron Sears' 30-yard field goal. The Wildcats (3-0) awoke to drive 77 yards for the go-ahead TD, helped by Levis' 21-yard run and a defensive pass interference penalty before the QB hit Cummings with a 31-yard TD pass with 10:18 left.

Kentucky's TD was huge considering it had either turned it over or punted the six previous possessions. For a minute the Wildcats appeared on the brink of becoming this season's latest upset victim to an FCS school, a concern Levis sensed during Friday's practice.

''It all starts with preparation,'' he said, ''and (Friday) we didn't have a good day of practice. You don't want to let that leak into today, but obviously it did. ''

Chattanooga was on the Kentucky 35 when Cole Copeland, pressured by Wildcats defensive tackle Octavious Oxendine, threw down the middle to an open Ajian for an easy pick. The senior safety found a hole near the left sideline and was almost untouched to provide a needed cushion in a tighter-than-expected contest.

The Mocs weren't done as Copeland ran for a 2-yard TD with 1:20 left to cap a 75-yard, 14-play drive. Receiver Josh Ali, who ran 11 yards for Kentucky's first score, recovered the onside kick that allowed the Wildcats to run out the clock.

''Obviously, the best thing about this sitting right here is we are 3-0 but not very pleased,'' Kentucky coach Mark Stoops said. ''Just got to be better in all areas, starting with myself. I knew early in the week I said (Chattanooga) was a very well-coached football team that wasn't going to beat themselves. And they didn't.''

Levis completed 23 of 35 passes for 246 yards and two TDs, hitting Wan'Dale Robinson eight times for 111 yards, as Kentucky edged Chattanooga 348-339 in yardage. After easily outgaining Louisiana-Monroe and Missouri with consecutive 500-yard efforts, the Wildcats needed every bit of turf to get past a Mocs squad that wouldn't go away.

''I knew my kids wouldn't quit playing,'' Chattanooga coach Rusty Wright said. ''I knew they'd play hard and they did. There were some times where their ability took over our ability and moved us and did things and stuff like that. But I knew we'd go play and give ourselves an opportunity.''

Copeland was 21 of 35 for 168 yards while Ailym Ford carried 21 times for 128 yards.

NUMBERS AND SUCH

After rushing for 340 yards last week against Missouri, Kentucky gained its fewest yards since last season at Alabama (59). ... Wildcats back Chris Rodriguez Jr., who ran for a career-best 206 yards against Mizzou, finished with just 46 on 13 carries. ... Cummings recorded his first career TD, while Ali rushed for his first score. ... Ford is just 25 yards rushing away from 1,500 for his career. ... Chattanooga finished plus-2 in turnover margin and scored six points off three takeaways. ... Sears kicked field goals of 27, 43 and 30 yards.

THE TAKEAWAY

Chattanooga: The Mocs had nothing to lose and at times were the aggressors against the bigger Wildcats. That effort eventually seized the lead before they allowed the Wildcats to score and then committed a costly turnover that ultimately decided the outcome.

Kentucky: The Wildcats' offensive efficiency over the first games gave way to a tentative, lethargic and mistake-prone effort more befitting an opening game. Levis' interceptions were of his own making as opposed to ricocheting off receivers' fingertips, though he did settle down to lead the pivotal drive. Ajian followed with the clinching takeaway and TD, allowing the Wildcats to exhale in a game that Stoops insisted earlier in the week wasn't a ''breather.''

UP NEXT

Chattanooga has a bye before hosting Western Carolina on Oct. 2 in its Southern Conference opener.

Kentucky returns to SEC play next Saturday at South Carolina, seeking its seventh series win in eight meetings.

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