Wes Miller chipped in 12 points and Bobby Frasor scored all of his nine in the second half for the Tar Heels (4-1), who were playing on the road for the first time this season.
North Carolina was coming off a 68-64 home loss to No. 12 Illinois on Tuesday in a rematch of last year's national championship game, but these Tar Heels do not remotely resemble the national champs from the spring with the top seven scorers from that team gone.
They gave Kentucky all it could handle, however, and beat the Wildcats for the second straight year.
Boxscore
Rajon Rondo scored 20 points to lead Kentucky (5-2), which had won three straight since a loss to Iowa in the Guardians Classic. Ravi Moss added 17 points and Ramel Bradley contributed 12 in defeat.
North Carolina carried a 12-point lead into the second half, but Kentucky scored the first seven points after the intermission as part of a 12-2 run. A three-pointer by Rekalin Sims pulled the Wildcats within 46-44 with just under 16 minutes remaining.
The Tar Heels, though, answered with a 13-4 spurt to regain control. Frasor hit a three-pointer to highlight the burst and a bucket by Marcus Ginyard made it a 59-48 game with 12 1/2 minutes to play.
The Carolina lead reached 13 at 69-56 on a tip-in by Terry, but Kentucky again battled back.
An 8-0 run a few minutes later, keyed by five from Moss, pulled the Wildcats within 71-66 with 4:22 left.
Ginyard responded with a jumper in the lane and Noel drained a three-pointer from the top of the key with just three minutes remaining to again give the Tar Heels a double-digit edge at 76-66.
Again Kentucky pulled within five with 31 seconds remaining, but North Carolina hit enough free throws down the stretch.
The Tar Heels finished 21-of-28 from the line, keyed by a 9-of-10 effort from Terry.
Kentucky shot 50.9 percent and held North Carolina to 43.3 percent from the floor, but the Tar Heels held a 37-30 advantage on the boards and had 15 offensive rebounds.
The Wildcats led 16-10 just seven minutes into the game, but North Carolina turned it around with a 15-3 run.
Danny Green started it with a pair of free throws and hit a three-pointer with 10:47 left in the half to give the Tar Heels a 20-18 lead. Miller's shot from beyond the arc just over two minutes later put North Carolina ahead 25-19.
The Wildcats got only as close as four in the next couple of minutes and trailed 44-32 at the break.
Game Notes:
North Carolina leads the all-time series 18-10...Kentucky and North Carolina are the two winningest programs in college basketball...Kentucky has now held 72 of its last 73 opponents, including 30 straight, below 50 percent shooting.
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