USC weathered 21 unanswered Oregon points in the second half to upset the fourth-ranked Ducks 38-35, and claim its biggest win under head coach Lane Kiffin.

Oregon had a chance to force overtime at the end of the game, but Alejandro Maldonado missed a 37-yard field goal to give USC the victory in Eugene and wipe away any National Championship hopes for the Ducks.

Despite two fumbles in the backfield, Trojans QB Matt Barkley sliced up the Ducks defense on Saturday night, completing 26 of 35 passes for 323 yards and four touchdowns. Freshman receiver Marqise Lee caught eight of those passes, stepping onto the national stage with 187 receiving yards and a touchdown. USC's ability to consistently cut through Oregon's defense gave the Trojans a 38-14 lead with 3:28 left in the 3rd quarter before the Ducks' comeback.

The Ducks actually outgained USC, 472 yards to 466, employing a balanced run-pass attack that included QB Darron Thomas going 23-of-35 for 265 passing yards, and Kenjon Barner taking 16 carries for 127 yards and two touchdowns.

Both teams traded punts to start the game, but then traded turnovers. Barkley fumbled a snap from center Khaled Holmes to give Oregon the ball at USC's 20. The Ducks returned the favor when Marcus Mariota dropped a lateral from Thomas, and the fumble was picked up by Isiah Wiley. Another set of three-and-outs followed, leaving the crowd at Autzen wondering when the offensive fireworks would be fired off.

Barkley answered that question on the first play of USC's next drive, connecting with Lee on a perfectly-executed play action pass for a 59-yard touchdown.

Oregon looked close to responding after driving into USC territory, but Rahsaan Vaughn dropped a pass on 4th and 8 to hand the ball back to the Trojans offense.

Barkley took advantage of that error. He was 5 for 6 on the following drive, capped off by a 12-yard touchdown pass to Robert Woods in the corner of the endzone to put USC up 14-0.

USC kept the Ducks offense off the board for the fifth straight drive, aided by a "bear hug" holding penalty by Oregon's Hroniss Grasu on 3rd and 3 to help force a punt.

After punter Kyle Negrete pinned Oregon at their own 12-yard line, the Ducks finally started to fire back. Thomas found Colt Lyerla for 35 yards on a strong play-action pass, then ran the play-action again to freeze safety T.J. McDonald and open up De'Anthony Thomas for a 29-yard touchdown.

A great kickoff return by Marqise Lee set the Trojans' offense up at midfield. Lee used his great body control again to pull in a 32-yard pass from Barkley to put USC on the doorstep. Barkley punched it in with a four-yard bootleg pass to Robert Woods, putting USC up 21-7. Barkley started the game 15-of-19 for 186 yards and three touchdowns.

Oregon almost got that touchdown back after a quick drive down the field. Darron Thomas nearly completed a TD De'Anthony Thomas in the corner in the side of the endzone, but De'Anthony's foot was just out of bounds. Two plays later, George Uko forced a fumble out of the hands of Oregon RB LaMichael James, recovered by Jawanza Starling.

USC took a surprise 21-7 lead to the half. The Trojans held Oregon's run game to 3.3 yards per carry in the first half, despite the Ducks leading the nation with 6.8 yards per rush entering Saturday.

The Trojans extended their lead further to start the second half. USC safety T.J. McDonald blocked an Oregon punt to set his offense up at the Ducks' 12-yard line. The Trojans couldn't push it past the goal line, but Andre Heidari's field goal gave them a 24-7 lead.

Heidari prevented a touchdown on the subsequent kickoff, taking De'Anthony Thomas out at the legs, despite Thomas taking the return to USC's 43. A solid 28-yard screen pass to Josh Huff set up a 9-yard touchdown run by Kenjon Barner.

USC's offense kept firing. Curtis McNeal's run up the middle took the ball past midfield, followed by a 41-yard pass from Barkley to Lee over double coverage. Marc Tyler pushed it across the goal line to put USC back up by 17.

The Trojans defense temporarily quieted the Ducks with a three-and-out, and the offense extended the lead further with its longest touchdown drive of the night. A cutting plan of edge passes and inside runs bled five minutes off the Autzen Stadium scoreboard, finished off by a touchdown pass to Randall Telfer to give USC its biggest lead of the night, 38-14.

Fast freshman De'Anthony Thomas returned the following kickoff 96 yards to make it 38-20, despite a missed two-point conversion.

The Ducks' defense forced a punt, and Oregon's quick-strike attack warmed up the beginning of the 4th quarter on a cold Eugene night. The no-huddle offense moved the ball 75 yards on nine plays, taking only 2:16 off the clock, finished off by Kenjon Barner's TD run.

USC took four minutes to drive into Oregon territory, but a pass by Barkley went through the hands of Robert Woods, and into the hands of safety John Boyett to return the football to the Ducks.

This time, it took just a minute and a half for Oregon to drive 60 yards into the endzone. LaMichael James' one-yard touchdown was followed by a one-handed Lavasier Tuinei catch for the two-point conversion. Tuinei was originally ruled out of bounds, but the play was reversed to put the Ducks within a field goal.

The Trojans nearly put the game away with three minutes left. After marching to Oregon's 11-yard line, a miscommunication between Barkley and Tyler led to a fumbled handoff, picked up by the Ducks.

With a chance to win in regulation, Oregon moved up the field quickly. But despite pushing the ball to USC's 23-yard line with 38 seconds left and having all three timeouts, coach Chip Kelly never tried the endzone for the victory. Darron Thomas threw two short passes to the left side, one of them a two-yard loss to Tuinei that killed ten seconds.

It all set up for a 37-yard Maldonado field goal attempt, which he pulled wide left to end the game.

THE McEFFECT: USC RB Curtis McNeal had his seventh-straight contest with at least 70 rushing yards. He had 20 carries for 94 yards on Saturday. Since October 1, McNeal has gained 752 yards on 116 carries (7.5 yards per rush).

NEARING RECORDs: Barkley's four touchdown passes on Saturday gives him 74 TDs in his college career, putting him past Carson Palmer for the second-most in USC history, and behind only Matt Leinart (99). His 33 passing touchdowns this season are tied for third all-time in the Pac-10/Pac-12 conference. The record is held by, yes, Matt Leinart, who had 38 TDs in 2003.

HOLDING BACK JAMES: Oregon RB LaMichael James ran the ball 20 times for 78 yards. His 3.9 yards per carry average was his second-lowest of the season, the only worse performance coming against LSU in the opening week.

BCS PANIC: Four of the top-seven teams in the BCS standings lost this week, including No. 2 Oklahoma State, No. 4 Oregon, No. 5 Oklahoma, and No. 7 Clemson. The last time three of the top-five teams lost on the same weekend was in October of 2001.

----------------

Reach James by email or follow him on Twitter, @JamesSantelli.