Coming off their season-opening win over the Colts, the Broncos remained on home ground for an AFC West duel against the Kansas City Chiefs. The Broncos grabbed the lead on the game's opening drive, with quarterback Peyton Manning throwing a 4-yard touchdown pass to tight end Julius Thomas. The Chiefs got on the scoreboard later in the first quarter, with a 45-yard field goal by placekicker Cairo Santos, then took the lead early in the second quarter, with a 2-yard touchdown run by running back Knile Davis. The Broncos re-claimed the lead on their next offensive possession, with Manning connecting on a 4-yard touchdown pass to tight end Jacob Tamme, then added to their lead just before halftime, with a 12-yard touchdown pass from Manning to wide receiver Demaryius Thomas. The Chiefs got the opening possession of the second half, with a time-consuming drive that took them to as far as the Broncos' 4-yard line, but were backed up 10 yards by an offensive holding penalty and a 5-yard sack of quarterback Alex Smith by Broncos' linebacker Brandon Marshall. Santos subsequently missed a 37-yard field goal to end a drive that chewed up the first 10 minutes of the third quarter. The Broncos were forced to punt on their next possession, and the Chiefs narrowed the Broncos' lead to 21-17 midway through the fourth quarter with another time-consuming drive, culminating with a 4-yard touchdown run by Davis. The Broncos drove down the field on their next possession, but had to settle on a 20-yard field by placekicker Brandon McManus to extend their lead to 24-17 with 3:30 remaining in the fourth quarter. Three plays into the Chiefs' next possession, Smith was intercepted by Broncos' cornerback Aqib Talib, who returned the football 41 yards for a touchdown; however, the interception return was nullified by an offside penalty on defensive end Quanterus Smith. The Chiefs' earned one first down prior to the two-minute warning. On the second play after the two-minute warning, Broncos' defensive end DeMarcus Ware forced a fumble off Smith; however, it was ruled an incomplete pass following a replay review. On the next play, Smith connected on a 21-yard pass to wide receiver Dwayne Bowe, and was pushed out of bounds at the Broncos' 9-yard line by cornerback Chris Harris, Jr. with 1:51 remaining in the game. Three plays later, after burning their last timeout, the Chiefs were facing a 3rd-and-goal at the Broncos' 4-yard line; however, an offside call against Ware moved the ball half the distance to the goal line, with 1:04 remaining in the game. Davis subsequently attempted a run up the middle, but was tackled for no gain at the 2-yard line by Ware and linebacker Nate Irving. On the Chiefs' final offensive play, Smith's pass intended for Bowe on 4th-and-goal was broken up by Broncos' defensive tackle Terrance Knighton. Manning subsequently kneeled down to run out the clock. During halftime, the Broncos made three additions to their Ring of Fame: Gene Mingo, who played multiple positions with the Broncos from 1960-64; Dan Reeves, who coached the Broncos from 1981-92 and led the team to three Super Bowl appearances in 1986, 1987 and 1989; wide receiver Rick Upchurch, who played with the Broncos from 1975-83.

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