The Villanova Wildcats, coached by Jordan Olivar, brought a 6–2–1 record into the game, having lost to Army and Boston College.
Neither team was ranked entering the game, though Kentucky had spent three weeks in the AP top twenty in October, rising as high as #13.
Yet Villanova, behind the accurate throws of highly touted quarterback Andy Gordon, marched back.
Two plays into the fourth period, Villanova's Ralph Pasquariello, carrying several Kentucky defenders on his back, rambled 11-yards into the endzone.
With time now against them, Villanova went to the air, but Kentucky's Boller intercepted a Gordon pass and returned it 49 yards for another touchdown.