Aidan O'Connell passed for 536 yards and three touchdowns as host Purdue defeated a top-five team for the second time this season, downing previously unbeaten and No. 3-ranked Michigan State 40-29 on Saturday.

The Boilermakers (6-3, 4-2 Big Ten) defeated then-No. 2 Iowa on Oct. 16.

O'Connell completed 40 of 54 passes, with David Bell hauling in 11 for 217 yards.

Payton Thorne completed 20 of 30 passes for 276 yards and two touchdowns for the Spartans (8-1, 5-1). Tre Mosley caught two touchdown passes and Kenneth Walker III rushed for 146 yards and a touchdown on 23 carries.

The Boilermakers led 21-14 at halftime and took the lead for good at 28-21 with about nine minutes left in the third quarter.

O'Connell completed three passes of 13 or more yards on Purdue's first drive. He found Bell from 5 yards out to put his team on top.

Michigan State tied it on its next possession, with Thorne teaming with Mosley on a 26-yard score. Connor Heyward had a 35-yard reception during that drive.

The Boilermakers regained the lead early in the second quarter as O'Connell floated an 8-yard touchdown pass to Broc Thompson. Bell had a 42-yard reception to set up the score.

Jackson Anthrop weaved through traffic on a 39-yard screen pass from O'Connell to give Purdue a 21-7 lead with 4:50 left in the half.

Walker's 14-yard run allowed the Spartans to cut their deficit in half before the break. That finished an 11-play, 69-yard drive.

The Spartans tied it early in the third on Thorne's 32-yard run, three plays after a Boilermakers fumble.

Purdue soon retook the lead on King Doerue's 1-yard run, a drive aided by two Spartans penalties.

Bell's 50-yard catch set up Mitchell Fineran's 29-yard field goal, which gave Purdue a 31-21 lead.

Fineran also made a 24-yarder early in the fourth quarter. The Boilermakers then drove down the field after Thorne was intercepted on fourth down deep in Purdue territory. Bell's 53-yard catch set up Fineran's 23-yard field goal.

Mosley's 11-yard touchdown catch and a two-point conversion with 5:03 left made the score 37-29.

Fineran's 22-yard field goal in the final minute clinched the upset.

--Field Level Media