ST. LOUIS - The last-place St. Louis Rams continue to show opponents they know how to compete against the league's best.
Sunday, the Rams added Peyton Manning and the AFC-West leading Broncos to the list of favorites beaten by St. Louis.
"It's not too bad to beat a guy who can put up 40 points in no time," defensive end Robert Quinn said after the Rams surprised the Denver Broncos 22-7. "He's a future Hall of Famer. It took a whole team effort."
The Rams had already beaten the past two NFC champs - Seattle and San Francisco. And they had blown big leads at home against the Cowboys and the first time they played the 49ers.
This time, they finished the job against the NFL's No. 2 offense, which hadn't scored fewer than 21 points and had scored 30 or more in five of the previous six games.
Shaun Hill was effective in his first start since regaining the quarterback job and the defense made the stops that counted.
Rookie Tre Mason had 29 carries for 113 yards, the most against the Broncos' top-ranked run defense.
Kenny Britt had four catches for 128 yards with a 63-yard score and Greg Zuerlein was a career-best 5-for-5 on field goals for the Rams (4-6).
Manning was 34-for-54 for 389 yards with two interceptions, but was held to a 42-yard touchdown pass to Emmanuel Sanders, ending a streak of 15 consecutive games with at least two touchdown passes. He refused to lean on injuries that sidelined Julius Thomas, Montee Ball and Sanders.
"We didn't execute very well, and I just think I didn't play very well," Manning said. "No excuses. I have to play better and we have to score more points than seven."
Demaryius Thomas had seven receptions for 103 yards, his seventh consecutive 100-yard game to match the Cowboys' Michael Irvin (1995) for the second-longest single-season streak in NFL history. Calvin Johnson holds the record with eight straight.
The Broncos (7-3) failed twice on fourth down deep in St. Louis territory. Manning threw incomplete from the 37 in the first quarter and rookie Aaron Donald's sack helped end a drive in the fourth quarter on fourth-and-4 from the 28.
Quinn spun Manning around before Donald took the quarterback down.
"I got the opportunity to clean him up," Donald said. "You've got to take a big quarterback down when you can."
Thomas (ankle) was sidelined in the first with two catches for 3 yards and ruled out in the third. Ball (groin) got limited work before aggravating an injury that kept him out the previous five games. Sanders (concussion) was ruled out after a hit from Rodney McLeod on a deep sideline throw in the third.
Hill was 20-for-29 for 220 yards and a touchdown with no interceptions in his first start since injuring a thigh in the first half of the season opener.
The 34-year-old Hill got his job back after Austin Davis made too many mistakes. He guided a turnover-free offense.
"I certainly had the butterflies going," Hill said. "It was a lot of fun to be back out there."
Zuerlein hit three short field goals earlier, then connected from 55 and 53 yards in the fourth quarter. He last kicked five field goals in 2011 for Division II Missouri Western against Missouri Southern.
"Lots of times, you don't get many opportunities," Zuerlein said. "Today, they came in bunches."
Notes: LB Alec Ogletree and CB Trumaine Johnson had interceptions for St. Louis. Ogletree has an interception in each of the last two games. ... Mason's 100-yard game was the first of his career and the third allowed by the Broncos this season. Denver had allowed 47.8 yards rushing the previous six games. ... The Broncos had won their previous nine games against losing teams dating to 2012. ... Manning has passed for 300 yards against every opponent. His best in three previous games against St. Louis, all with Indianapolis, was 235 yards passing in 2009. ... The Broncos had been the lone NFL team to go unbeaten on the road against teams with losing records since 2012 according to STATS, going 9-0.