LOS ANGELES -- No. 17 UCLA defeated No. 18 USC 38-28 at the Rose Bowl on Saturday and avenged last year's 50-0 loss to the Trojans.
Tailback Johnathan Franklin rushed for 171 yards and two touchdowns, including a 29-yarder with 4:02 remaining to give the Bruins a 38-28 advantage after USC came within three points.
Quarterback Brett Hundley passed for 234 yards and one touchdown while also running for two scores.
UCLA jumped out to a 24-0 lead in the second quarter as Hundley confounded the Trojans, completing of 12 of his first 14 passes.
Matt Barkley's first pass of the game was intercepted by UCLA safety Aaron Hester. Hundley took advantage and scored on a 1-yard run for a 7-0 lead.
The Bruins then went 84 yards in 18 plays before Ka'imi Fairbairn kicked a 23-yard field goal for a 10-0 lead with 4:35 left in the first quarter.
Hundley added a 17-yard scoring pass to Joseph Fauria to put UCLA up 17-0.
Franklin scampered 16 yards through the USC defense for an impressive touchdown that made it 24-0 with 7:38 left in the first half.
USC finally scored when Barkley hit freshman wide receiver Nelson Agholor on a 33-yard touchdown pass that cut the Bruins' lead to 24-7 with 5:58 left in the first half.
Barkley then found tight end Randall Telfer on a 2-yard touchdown pass with 1:07 left in the half.
The weather clearly played a role in the game. The third quarter started wildly as the teams tried to play in a downpour. It cleared up after a few minutes -- but not before the game's craziest play as at least three UCLA players touched a ball that went backward 20 yards and was recovered in the end zone for a USC touchdown that cut the lead to 24-20. Kicker Andre Heidari missed the extra point in the rain.
Hundley put UCLA up 31-20 with a 3-yard run with 9:57 left in the third quarter, but USC responded with a 15-yard TD pass from Barkley to Marqise Lee and a two-point pass to Robert Woods to cut the deficit to 31-28 with 7:22 left.
NOTES: The USC drum major did not plant his sword in the field during the pre-game performance, as was announced during the week. UCLA requested the USC band refrain from stabbing the field with his sword, which usually occurs at home and road games. ... UCLA named its new press box after former coach Terry Donahue.