ELWAY ANNOUNCES HIS RETIREMENT.

Byline: Aaron J. Lopez Associated Press 

He sounded so very upbeat at the start, cracking jokes and telling stories about himself and his Denver Broncos.

Then John Elway turned to his retirement - and that's when it hit him.

His face crumpled and the sobs came.

``I can't do it physically anymore, and that's really hard for me to say,'' the 38-year-old Elway said Sunday, pausing frequently to regain his composure as he addressed the crowd at a suburban Denver hotel.

``It's hard to walk away. I can't explain in words how much everyone has meant to me.''

After dazzling fans and confounding defenses for 16 years, the quarterback made official what everyone had known for more than a week. He delayed the announcement because of the school killings in Littleton, and his news conference began with a moment of silence for the victims.

Elway, master of the last-minute comeback, becomes the third superstar to leave his sport since January, joining Michael Jordan and Wayne Gretzky.

``The over-under in the locker room yesterday was how many times I'd cry,'' Elway said through his husky, choked voice. ``I took the under.''

Then, after crying some more, he added, ``I lost the bet.''

Elway, wearing a blue-and-silver ribbon on his suit jacket in memory of the shooting victims, was joined on the stage by Broncos coach Mike Shanahan and team owner Pat Bowlen.

Elway's wife, Janet, and their four children sat in the front row. The children smiled at their dad's jokes and remained poised when he broke down. Janet, however, cried as her husband spoke.

``For 16 years, the family life has focused around me and football, and it's time it focuses around them,'' the Granada Hills High School grad said. ``I couldn't ask for a better mom and dad and a better wife. I'm tough to live with. Thank God she's still with me.''

When asked what he'd miss most about Sunday afternoons, Elway said, ``I'll never be able to fill the void of playing a football game.''

He said he'd miss the huddle and telling talkative tight end Shannon Sharpe ``to be quiet.''

``I know you're open, I know you're open, I know you're open,'' Elway said about Sharpe, drawing loud laughs.

For years, the only thing missing from Elway's resume was a Super Bowl title, and he took care of that by winning two straight. In his final game, he was voted Super Bowl MVP in a 34-19 win over Atlanta last January.

He becomes the only quarterback to retire after winning a Super Bowl.

Elway talked about many of the memorable moments in his career, including The Drive in Cleveland in 1986 - ``That one put me on the map,'' Elway said - and even his first pro game on Sept. 4, 1983, in Pittsburgh when he went 1-for-8 for 14 yards with an interception.

``I didn't think I was going to last a year,'' he said. ``Jack Lambert was snarling at me with no teeth.''

Of course, Elway came back.

He guided his team to more victories (148) than any other quarterback in NFL history. He threw for 51,475 yards and accounted for 54,882 total yards - second only to Miami's Dan Marino.

He is the only player ever to pass for 3,000 yards and rush for 200 yards in seven straight seasons (1985-91).

Elway also rallied his team to 47 game-saving drives - more than any other quarterback. He was selected to nine Pro Bowls and was named the NFL's MVP in 1987. He holds 55 Broncos' regular-season or postseason records.

``They talk about 47 comebacks,'' Shanahan said. ``The thing that was so impressive was the concentration level and poise and thriving on pressure.''

After three ugly Super Bowl losses early in his career, Elway began to wonder if he would ever get another opportunity.

But thanks to a dynamic running game designed around running back Terrell Davis, Denver went to two straight Super Bowls and won them both.

In retirement, he said he plans to devote more time to his family and work on his golf game. He has expressed interest in getting into broadcasting, perhaps on the Monday night ABC games.

Elway, who has an economics degree from Stanford, could also venture into the business world. He had been part-owner of some of the most successful auto dealerships in Denver. He and his partners sold them in 1997 for $82.5 million, but Elway's name remains on the businesses.

``I don't look at it as a retirement,'' Elway said. ``I look on it as graduation. You graduate from high school and you graduate from college. I'm graduating from pro football.''

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Photo: (color) Elway