The UCLA Bruins came out punching and landed a knockout blow, upsetting the to ranked Kentucky Wildcats 87-77 on Thursday night for their first victory over a No. 1 team since 2003.

Thomas Welsh led five Bruins in double figures with 21 points and 11 rebounds.

Bryce Alford and Isaac Hamilton added 15 points each, Tony Parker had 11 and Aaron Holiday 10 for the Bruins (5-3), who led all but 30 seconds of the game and shot 53 percent from the field.

Isaiah Briscoe led Kentucky (7-1) with 20 points. Jamal Murray added 17 and Derek Willis 11.

The Wildcats had five players in foul trouble, including Alex Poythress, who fouled out with four points with under 10 minutes left. They lost a regular-season game for the first time since March 8, 2014, at Florida.

Kentucky shot its worst of the season at 38 percent, and never made a big run.

The Wildcats lost starting forward Marcus Lee, who sustained a head injury in the first half and didn't return.