Kenny Britt had 128 receiving yards and a touchdown and rookie Tre Mason added 113 yards rushing for the Rams (4-6), who got a career-high five field goals from Greg Zuerlein. The defense was the real story, however, holding Denver to 28 yards rushing, picking off Manning twice in the fourth quarter and thwarting three fourth-down conversion attempts in Denver's lowest scoring game since Manning joined the organization.

Manning was 34-of-54 for 389 yards for the Broncos (7-3), who lost tight end Julius Thomas (ankle) and running back Monte Ball (groin) early in the game and wideout Emmanuel Sanders in the third (concussion). Demaryius Thomas extended his streak of 100-yard games to seven as Denver's NFL-record streak of scoring at least 20 points was snapped at 30 consecutive games.

After Zuerlein connected from 37 yards on the Rams' first drive, Manning misfired on a fourth down in St. Louis territory and Hill hit Britt in stride for a 63-yard touchdown pass and a 10-0 lead. Zuerlein hit from 29 yards, but Manning got that TD back before halftime when he found Sanders wide open down the left seam for a 42-yard score and a 13-7 halftime deficit.

Zuerlein added a 22-yarder late in the third for a 16-7 edge and then connected from 55 yards after rookie Alec Ogletree picked off Manning near midfield. Manning was sacked on a fourth down from inside the 30 on his next possession and Trumaine Johnson picked him near midfield with 5 1/2 minutes left that led to a 53-yarder by Zuerlein that sealed it.

GAME NOTEBOOK: Manning has now passed for 300 yards in a game against all 32 teams. … Mason is the first back to gain 100 yards on the Broncos this season. … Denver entered 9-0 on the road versus teams with losing records during the Manning era.