ST. LOUIS -- Shaun Hill got his job back, finally. Then he got the best of Peyton Manning.

After eight weeks on the bench, the journeyman was ready.

"Obviously, we were facing one of the best teams in the league," Hill said after the Rams surprised Denver 22-7 on Sunday. "Everybody stepped up, for sure."

The 34-year-old Hill got a game ball from coach Jeff Fisher after the Rams (4-6) beat an elite team for the third time this season. Hill kept it clean with a turnover-free outing that complemented a defense that had two interceptions and made the stops that counted.

Mistakes landed Austin Davis a spot on the bench. Hill needed two weeks to recover from a thigh injury that sidelined him in the opener, but after that he needed lots of patience.

Broncos quarterback Peyton Manning stands on the sidelines during the fourth quarter of the Broncos' 22-7 loss to the Rams. (Charlie Riedel ~ Associated Press)

"It's a constant process to stay up, especially as a backup, it's tough," Hill said. "But it's something you've got to do."

The Rams already had 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 five of the previous six games.

"It's not too bad to beat a guy who can put up 40 points in no time," defensive end Robert Quinn said about Manning. "He's a future Hall of Famer."

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 5 for 5 on field goals for the Rams (4-6).

Manning was 34 of 54 passing for 389 yards with two interceptions, but he 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 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 half with two catches for 3 yards and ruled out in the third quarter. 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 of 29 passing for 220 yards and a touchdown with no interceptions in his first start since injuring a thigh in the first half of the opener.

The 34-year-old Hill 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, 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."

Noteworthy

• Linebacker Alec Ogletree and cornerback Trumaine Johnson had interceptions for St. Louis. Ogletree has an interception 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.