STARKVILLE, Miss. (AP) -- Given a second chance, Scott Westerfield kept No. 8 Mississippi State undefeated.

Five minutes after missing a 46-yard field goal attempt, Westerfield kicked a 45-yarder with five seconds left to give the Bulldogs (8-0, 5-0 Southeastern Conference) a 23-22 victory over Kentucky Thursday night.

	Mississippi State's Fred Smoot denied Kentucky's Kendrick Shanklin a reception Thursday in the Bulldogs' dramatic win.

"I had to redeem myself there," Westerfield said. "The first one, I kind of hooked it a little bit. I knew we were going to need the kick at the end, so I was just glad I could go in there and do my job."

Westerfield got another chance when Kentucky (5-4, 3-3 Southeastern Conference) was forced to punt with 1:30 left. That set up the Bulldogs, who for the third straight game overcame a double-digit deficit to win in the final two minutes.

"When you miss a field goal and then have a chance to win a game, come back and it's a must, you must make this one, it says a lot about him," Mississippi State coach Jackie Sherrill said.

"Every week, you say your heart can't take much more of this. But you keep winning and your heart keeps pumping," Sherrill said. "We talked this week about continuing to play for 60 minutes. The mistakes we made were early in the game."

Never before has Mississippi State been unbeaten so deep into a season.

Backup quarterback Matt Wyatt, who replaced injured starter Wayne Madkin in the third quarter, was 5-of-6 for 53 yards after the Bulldogs took over at their 20. After an illegal forward pass penalty pushed the ball back to the Kentucky 28, Westerfield came on and made up for his earlier miss.

Kentucky had one more chance, but Dusty Bonner was hit when he tried to throw a last-ditch pass, and the ball was intercepted by Eugene Clinton to end the game.

"I'm extremely disappointed that we didn't make simple plays," Kentucky coach Hal Mumme said. "We should have won this game."

The nation's best defense held Kentucky to just 176 yards -- 226 yards below their SEC leading average. The Bulldogs were allowing just 202 yards a game.

Mississippi State, which also had to overcome 19 penalties for 143 yards, got the apparent break it needed when Ashley Cooper hit Bonner, forcing a fumble that Willie Blade recovered at the Kentucky 26.

But the Bulldogs lost 3 yards in three plays and Westerfield missed wide left on a 46-yard field goal attempt with 5:43 left. Westerfield had hit six of his first eight attempts of more than 40 yards this season.

After being held to just 53 yards in the first half, Kentucky gained 50 yards on its first possession of the second half. Tight end James Whalen had catches of 17 and 11 yards, but the Wildcats stalled at the Mississippi State 32 and had to settle for Marc Samuel's 39-yard field goal that put the Wildcats up 22-14.

Whalen has 11 catches, pushing his season total to 78, breaking the NCAA record for catches by a tight end set by Utah's Dennis Smith with 73 in 1989.

Madkin injured his ankle midway through the third quarter, and was replaced by Wyatt after moving State from its 20 to the Kentucky 34. Wyatt came on and completed State's only other second-half touchdown drive, converting third-and-7 with an 8-yard pass to Kelvin Love before freshman Dontae Walker scored on a 6-yard run. Mississippi State still trailed 22-20 after missing a 2-point conversion.

The Wildcats led 19-14 at halftime, scoring on three straight possessions despite averaging a mere 1.6 yards per play.

Bonner's 1-yard plunge put the Wildcats up 12-7 two plays after 6-foot-7, 255-pound defensive end Dennis Johnson blocked a punt to set up Kentucky at the 1.

The previous Kentucky scoring drive started at the Mississippi State 24 after Marlon McCree recovered a fumbled snap.

Kendrick Shanklin caught a 4-yard TD pass from Bonner, but Kentucky still trailed 7-6 after Willie Blade rushed through and blocked the extra point.

On Kentucky's first possession of the second quarter, Bonner hit Whalen twice for 32 yards to set up Anthony White's 6-yard TD run.

Justin Griffith leaped over the pile for a 1-yard TD to get State within 19-14. That was just two plays after Madkin hit Love for a 41-yard gain, converting third-and-18 with the over-the-shoulder catch.

The Bulldogs went ahead 7-0 with a three-play, 89-yard drive. Madkin hit freshman Terrell Grindle for 52 yards and Love for 21 more before Dicenzo Miller ran around left end untouched for an 11-yard TD.