EL PASO, Texas (AP) Harrison Bailey threw for three touchdowns and Caullin Lacy scored twice as Louisville hung on to beat Washington in a 35-34 nail-biter in the Sun Bowl on Tuesday.

Lacy caught a 9-yard TD pass from Bailey, the game’s MVP, in the first quarter and rushed for a score on an 8-yard end around in the fourth that gave Louisville a two-score lead that looked secure after three quarters.

But Washington rallied with scores on its final two possessions in the fourth, including a 1-yard fade from Demond Williams Jr. to Giles Jackson with nine seconds remaining.

Instead of kicking the extra point to tie it, the Huskies went for the win on a 2-point conversion try that failed when Williams’ pass was knocked down in the end zone by linebacker Antonio Watts.

“We played to the very end,” said Louisville head coach Jeff Brohm, whose team was without 22 players due to opt-outs and the transfer portal. “It was back and forth. At the end, we made one more play than they did.

“The game itself was a great battle,” Washington coach Jedd Fisch said. “I thought there were so many good things in that game we should all be proud of as a football program.

“This season is one we’ll always remember. We’re proud of our guys. It’s unfortunate the way it went down at the end. But we were going in here for the win. We weren’t going in here for the tie."

Bailey, who had only played in four games this year for the Cardinals and completed just eight passes for 63 yards, got his first start in place of senior standout Tyler Shough, who opted out of the game to prepare for the NFL Draft.

Bailey made the most of it, completing 16 of 25 passes for 164 yards for Louisville (9-4). He threw touchdown passes of 28, 21 and nine yards.

“I’m proud of Harrison,” Brohm said. “He naturally has a lot of confidence, and that’s a great trait for a quarterback. He wanted to play. He believes in himself, and the team rallied around him and played hard for him.”

Bailey said the win is a big boost for the Cardinals.

“It’s huge for our football team,” he said. “It propels us into next season. I’m super proud of the guys, especially the guys on defense coming through at the end.”

Washington was led by Williams Jr., a freshman making only his second start, who accounted for five touchdowns. He was 26 of 32 passing for 374 yards and four TDs to go with one interception. He also rushed 20 times for 48 yards and a score.

His favorite target was Jackson, who set a Sun Bowl record with four receiving touchdowns on 11 catches for 161 yards.

“It’s cool to score, but we still lost,” Jackson said. “(Stats) doesn’t mean anything to me. But it was cool.”

The Cardinals, who never trailed and didn’t commit a turnover, took a 7-0 lead on the game’s second series when Tahveon Nicholson returned an interception 21 yards for a score.

Louisville: The Cardinals were without 22 players, 18 of whom entered the transfer portal along with four opt outs. Starters who went to the portal were defensive lineman Jared Dawson, tight end Jamari Johnson and safety Devin Neal. They joined opt outs Shough, leading receiver Ja’Corey Brooks, defensive end Ashton Gillotte and quarterback Brady Allen. Shough threw for 3,195 yards and 23 TDs this year, while Brooks had 61 catches for 1,013 yards and 9 TDs.

Washington: Unlike Louisville, Washington didn’t have any players opt out of the game. However, the Huskies, who lost 41 letterwinners from last year’s playoff team, only returned two starters this year in coach Fisch’s first season.

Louisville's punter Carter Schwartz won Special Teams MVP and Jordan Guerad, who had six tackles, two tackles for loss and a sack, was the Most Valuable Lineman.

“We bowed up as a defense,” Guerad said.

Defensively, Washington linebacker Carson Bruener led all defenders with 11 tackles, while Louisville finished with five sacks to Washington’s zero.

Louisville finished the season on a three-game win streak and improved to 2-0 all-time at the Sun Bowl. Washington lost its final two games and is 1-4 at the Sun Bowl. Both teams are even all-time in bowl games - Washington is 21-21-1, Louisville is 13-13-1.

Tuesday’s game was the first-ever meeting between the teams.

Louisville will open Brohm’s third season on Aug. 30 at home against Eastern Kentucky as the Cardinals aim for a fifth consecutive bowl appearance.

Washington will kick off Fisch’s second season on Aug. 30 at home against Colorado State.

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