NASHVILLE, Tenn. (AP) - Josh Clemons scored on a 14-yard touchdown run, and Morgan Newton shook off three interceptions in throwing a 31-yard TD pass to La'Rod King in helping the Wildcats beat Western Kentucky 14-3 on Thursday night.

Kentucky had only 75 yards total offense through the first three quarters before Newton drove them 80 yards late in the fourth to put away the victory. The Southeastern Conference team handed Western Kentucky its 16th straight home. The Hilltoppers were the home team in this game played at the home of the NFL's Tennessee Titans.

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Winston Guy had an interception that set up Clemons' TD run on a night when the Wildcats struggled with at least six three-and-outs on offense. They struggled to beat a team they routed 63-28 last season with backups getting plenty of playing time.

Kentucky had six starters back, including four on the offensive line, from a team that reached a fifth straight bowl last season. It didn't help as the Wildcats' line got pushed around all night. Kentucky struggled to get its offense going early with Newton settling in at quarterback with the departure of Mike Hartline.

But the Wildcats led 7-3 at halftime despite being outgained 101-35 in total offense and 234-190 for the game.

The Hilltoppers also sacked Newton three times, and the Kentucky quarterback had at least three passes dropped by receivers.

Newton got going just in time, shaking off two interceptions in the fourth quarter, the last with 9:40 left and Kentucky driving. Newton's pass bounced off an official's left arm and Wildcats guard Stuart Hines before going to Western Kentucky defensive end Jared Clendenin.

Facing third-and-14 at the Kentucky 16, Newton ran up the middle for 58 yards in the game's longest play before being dragged down. He then found King wide open for a TD with 4:35 left.

The offenses struggled so much that the punters had the best plays most of the game. Ryan Tydlacka had a 59-yard punt for Kentucky that pinned the Hilltoppers deep, while Hendrix Brakefield had a 58-yarder for Western Kentucky.

Western Kentucky held the ball for 34 minutes, and Bobby Rainey ran for 105 yards, his sixth straight game with at least 100 yards rushing.

But the Hilltoppers scored their only points on a 41-yard field goal by Casey Tinius after Vince Williams picked off Newton in the first quarter. The Hilltoppers had a chance to pad the lead, but Kawaun Jakes repeatedly overthrew receivers, including Jake Doyle in the end zone. Then a low snap led Tinius to push a 34-yard attempt wide right. Guy got his second interception on the final play of the game as Jakes threw into the end zone.