LOUISVILLE, Ky. -- Central Florida coach George O'Leary may not be a history buff, but he was moved to quote Winston Churchill after Blake Bortles' 2-yard touchdown pass to Jeff Godfrey with 23 seconds left gave Central Florida a 38-35 victory over No. 8 Louisville Friday night at Papa John's Cardinal Stadium.
"Never ever ever give up," O'Leary said. "That's what we live on."
Bortles moved the Golden Knights 75 yards on 11 plays, including completing 6-of-9 passes for 64 yards, in 2:37 after Louisville had taken a 35-31 lead on Dominique Brown's 15-yard touchdown run with three minutes left.
The winning drive as helped UCF (5-1, 2-0 AAC) hand Louisville (6-1, 2-1) its first loss of the season.
Louisville then mounted a desperation attempt as Teddy Bridgewater moved the Cardinals to midfield on two plays, then threw incomplete into the end zone at the final gun.
Bortles was 21 of 32 for 250 yards and two touchdowns with an interception in the game. He was not sacked by a Louisville defense that had eight sacks the previous game. Storm Johnson ran 18 times for 109 yards and a touchdown for the Knights. He also scored a touchdown on a pass.
UCF had rallied from a 28-7 deficit midway through the third quarter by scoring three touchdowns within 4:20.
"We could have laid down and quit then, but we got after it," said O'Leary. "What can you say. Heck of a ballgame. Both teams played their hearts out. We are really proud of our football program. It was a great drive on the last drive. A great win in a tough environment. Homecoming, packed house, the No. 8 team in the country ... we just need to grow on that."
Louisville had taken a 28-7 lead with 7:52 remaining in the third quarter on a 30-yard fumble-return touchdown by freshman James Quick. But UCF then drove 74 yards in just five plays, culminating in a 1-yard plunge by Johnson.
Louisville's Senorise Perry then fumbled on the UCF 15 -- Sean Maag recovered -- and one play later, Jonson went 20 yards for a touchdown on a screen pass from Bortles to make it 28-21 with 3:40 remaining in the quarter,
After a sack of Bridgewater on third down, a short punt gave UCF possession on Louisville's 44, and the Golden Knights needed just three plays to move 56 yards and tie it at 28 on William Stanback's 12-yard touchdown run with 30 seconds left in the third quarter.
"We're a team that never gives up," said UCF center Joey Grant. ""We keep pushing, and that's what we did. We had faith in the defense to make stops, and they had faith in us to put points on the board. We told Blake, 'We believe in you, and we're going to protect you.' And we did. I believe we gave up zero sacks. We went out and executed and got the W."
Bridgewater was 29 of 38 for 341 yards and two touchdowns. He was sacked twice. Brown ran 12 times for 88 yards and two touchdowns, but Louisville was outrushed by UCF 196 yards to 104 as the Golden Knights controlled the line of scrimmage.
Louisville's Eli Rogers caught a career-high 10 passes for 95 yards and a touchdown.
"We are going to keep our faith, keep our heads up and continue," said Bridgewater. "We stalled and they picked the tempo up. That's just how the game goes. We are going to learn from our mistakes and move forward."
Bridgewater threw two touchdown passes as led 14-7 at halftime.
Bridgewater, who completed 16 of 19 passes for 206 yards, threw an 18-yard touchdown pass to Rogers to cap an 80-yard drive on Louisville's first possession, then threw a 10-yard touchdown pass to DeVante Parker just before halftime.
In the meantime, UCF's William Stanback had a 4-yard touchdown run with 4:13 left before halftime to tie it at 7.
After Stanback's touchdown, which capped a 71-yard drive, Bridgewater drove Louisville 75 yards in 3:15 to the go-ahead score with 58 seconds left in the half.
NOTES: Louisville's star receiver, 6-foot-2 junior Parker, returned after missing the Rutgers game last week with a shoulder injury. Parker, who was injured in the second quarter of the Temple game Oct. 5, had caught at least one touchdown pass in 10 straight games prior to Temple. Going into the UCF game Parker had 21 catches (second to Damian Copeland's 23) for 375 yards (17.9 per catch) and a team-leading six touchdowns. He was named first-team All-Big East last season and is on the Biletnikoff Award Watch List this season. ... Louisville will play at South Florida next Saturday at noon. ... Central Florida will play host to Connecticut next Saturday at noon.