LEXINGTON, Ky. (AP) Only briefly did UCLA appear vulnerable against top-ranked Kentucky in its usual charged environment that has made the Wildcats one of the hardest teams to beat at home.

Each time the 11th-ranked Bruins coolly responded with a timely basket or rebound, a consistent combination that grabbed momentum and eventually the game from the Wildcats.

Isaac Hamilton scored 19 points, T.J. Leaf had 17 with 13 rebounds and UCLA shot 53 percent to beat Kentucky 97-92 on Saturday, its second upset of the top-ranked Wildcats in as many years.

More impressively, the Bruins did it in their first-ever visit to storied Rupp Arena - where the Wildcats had won 42 straight coming in and 89 percent overall - and never flinched. Just as they did in beating Kentucky exactly one year ago at Pauley Pavilion.

''I don't think there was anything about them today that was a feeling-out process,'' said UCLA coach Steve Alford, whose team regained the lead for good late in the first half. ''We talk about, `Don't go in and jab around the ring to see if you belong. You're 8-0. You're playing well. Trust that you belong.' That was the key thing that guys did from the tip.''

The Bruins (9-0), who entered as the nation's third-ranked scoring team, matched their season scoring average to win this showdown of college basketball's winningest schools. Kentucky (7-1) cut a 14-point second-half deficit to 95-92 on Derek Willis' 3-pointer with 8.3 seconds remaining but Bryce Alford's two free throws with 7.4 left sealed the gutty victory.

Besides hitting 35 of 66 from the field, UCLA outrebounded Kentucky 41-38 and limited the Wildcats to 41 percent shooting. It was the most points scored against a Kentucky team coached by John Calipari, who credited the Bruins for controlling the tempo against his talented freshmen.

''This is a lesson for us,'' said Calipari, whose team had posted three consecutive 100-point efforts coming in. ''We didn't have the energy. I had to call a timeout a minute into the game. I mean, just wasn't the same team. There are great lessons out of this. I wish we would have come back and won. ... But sometimes you need to get hit on the chin, especially at home.''

Hamilton and Leaf led another balanced offensive performance that featured 14 points by Lonzo Ball, Alford and Thomas Welsh, and 13 by Aaron Holiday.

Malik Monk had 24 points and De'Aaron Fox added 20 for Kentucky, which fell to 124-5 at Rupp under Calipari.

THE BIG PICTURE

UCLA: The key point for the Bruins came seconds before halftime when Ball's 3-pointer provided a 49-45 lead to cap a 58 percent shooting half. ''I had the shot and I took it,'' said the freshman, who finished just 2 of 8 from long range and 5 of 12 overall. ''Coach Alford says to never hesitate. I wasn't hitting the whole game, but in the big moments I'm going to come through. I put it up and it went in. It was a good shot and a good way to go into halftime.''

The Bruins followed with a 9-2 run to open the second half for a 58-47 lead and kept their poise throughout with another team-wide effort that included 18 assists, six off their season average.

Kentucky: The Wildcats overcame a 3-of-9 start to reach 50 percent from the field in the first half before a 1-of-8 spell to close the opening 20 minutes. They never got it going in the second half despite making 5 of 13 from long range. What bothered them most were the defensive breakdowns that allowed UCLA to get good looks.

''We weren't focused like we usually are,'' Monk said. ''We have to be focused and ready to play day in and day out. If not, we'll get beat just like this.''

BEATING NO. 1s

This was UCLA's 12th victory over a No. 1 team, one behind all-time leader North Carolina.

POLL IMPLICATIONS

The Bruins' second straight win over Kentucky figures to move them into the Top 10. Kentucky should tumble a few spots, though not many.

MAYBE NEXT TIME

Kentucky didn't hold a morning shootaround because of the midday start and Calipari wondered if he should have after looking at the stat sheet.

''I just felt maybe they were mature enough to do this,'' he said. ''I'm learning about this team.''

UP NEXT

UCLA: Hosts Michigan on Dec. 10 in the first meeting between the schools since 2011. The Bruins lead the series 11-5 but have lost the last two in the series.

Kentucky: Hosts Valparaiso on Wednesday night.

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