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(AP) - Oregon's incredible offense busted up Wisconsin and the record books on the way to the Ducks' first Rose Bowl victory in 95 years.

Darron Thomas passed for 268 yards and three touchdowns, freshman De'Anthony Thomas scored on runs of 91 and 64 yards, and the No. 6 Ducks earned their first bowl victory under coach Chip Kelly, holding off Wisconsin 45-38 Monday night in the highest-scoring Rose Bowl ever played.

And it wasn't over until the Badgers (11-3) ran out of time at the Oregon 25, out of timeouts and unable to spike the ball in time to stop the clock for a last-gasp fling.

Lavasier Tuinei caught eight passes for 158 yards and two TDs for the Ducks (12-2), who had no postseason success to show for Kelly's otherwise wildly successful three-year tenure until this landmark offensive performance in the 98th Rose Bowl.

The Granddaddy of Them All had never seen this many points, beating the record 80 scored by Washington and Iowa in 1991.