STATE COLLEGE - Matt McGloin was presented with an opportunity and he made the most of it.

With Nittany Lion Freshman quarterback Rob Bolden sidelined with a head injury, the sophomore McGloin stepped in and led Penn State to a 41-31 win over the Michigan Wolverines.

McGloin's performance injected a burst of energy into an offense that had struggled in the two previous week's losses to Iowa and Illinois. The sophomore signal caller hit on 17 of 28 for 250-yards and a second quarter touchdown pass to Graham Zug as the Lions (5-3) wrapped up their first Big-10 win of the season.

"He is just a cool, calm, collected guy," Zug said. "We knew from the beginning if he had to make plays he could do it."

McGloin led offense played without a turnover or penalty, entering the redzone seven times and scoring five touchdowns.

"That's about as well as we can play," head coach Joe Paterno said. "We did a lot of good things and I think Matt [McGloin] had a lot to do with it,"

After Michigan booted a field goal to cut into the Penn State lead, McGloin orchestrated an 11-play, 74 yard drive capped by the signal caller's own 1-yard plunge to give Penn State a 21-10 lead.

With 1:02 left in the half, McGloin hit Zug from 20-yards out to give the Lions a commanding 18-point half time lead.

With Heisman hopeful Denard Robinson at the helm, the Wolverines scratched and clawed in the second half. Robinson, who would finish with a 191 yards rushing and 190 passing, scored on two consecutive drives to cut the Penn State lead to 38-31 with just under 10 minutes remaining in the game.

McGloin responded by leading the Lions on a 7 play drive that was capped with a Colin Wagner game clinching 42-yard field goal.

"If you saw the same game I saw, he did a phenomenal job [managing the game]," Paterno said. "Even in the drive when we went and kicked a field goal when we had the ball with nine minutes - he was running the clock down. He's a smart football player."

The offense was on track from the start with Evan Royster scoring twice in the first quarter in his record breaking performance. Royster's 151-yards on 29 carries were enough to race past Curt Warner as the all-time leading rusher in Penn State history.

On his third carry, a 20-yard burst, the senior back surpassed the Lion great. Although, Royster ran for a career high 187-yards against Temple, the season has been dreadful for Royster who entered the game with just 467 yards rushing. He now stands alone as he finished the game with a total of 3,519 career yards.

"I thought that's the best he's played. I thought he had a little more running room," Coach Joe Paterno said." He had a chance to make some decisions and he had time to make some decisions because we stayed on some blocks."

Penn State will host Northwestern on Saturday at 3:30. Former Liberty High School quarterback will be at the helm for the Wildcats.

For the Lions, Paterno quelled any hints of a quarterback controversy.

"It's Rob Bolden's job," Paterno said. "He got hurt, he's coming back. But the great thing is we got two guys that we know can really go into games and big-time environments and make plays."

McGloin, the Scranton product is back on the bench until his next opportunity.

"I'm just glad the coaches believed in me, the players believed in me and, most importantly, the fans believed in me tonight." McGloin said. "They were really behind me tonight and I'm glad we got the 'W.'"

Pawprints: The win was Paterno's 399th (399-132-3, 45 years). He needs one more win to become the 3rd coach in NCAA history to win 400. The others are Grambling's Eddie Robinson (408 in 56 seasons) and current St. John's (Minn.) coach John Gagliardi who has 476 wins in his 62 years of coaching ... The offense kept the Michigan offense off the field by controlling the ball for 37:29 ... This game was Royster's 14th 100-yard rushing game.