Coming off their win at Tennessee, the Broncos traveled to M&T Bank Stadium for an AFC duel with the Baltimore Ravens. In the first quarter, the Broncos trailed early, with Ravens' quarterback Joe Flacco scrambling for a 1-yard touchdown, followed in the second quarter by a 1-yard touchdown run by running back Ray Rice, and a 37-yard field goal by placekicker Billy Cundiff. The Broncos got on the board, when quarterback Kyle Orton threw a 42-yard touchdown pass to wide receiver Brandon Lloyd. After a scoreless third quarter, the Broncos fell further behind in the fourth quarter, with another 1-yard touchdown run by Rice. The Broncos replied, with a 38-yard field goal by placekicker Matt Prater, but a 30-yard touchdown run by running back Willis McGahee put the Ravens' up 31-10. The Broncos responded, with Orton finding Lloyd again on a 44-yard touchdown pass, but Baltimore's lead was too much to overcome.

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