RE-SIGNING BROWN A GREEN BAY PRIORITY DRUG-RELATED COURT JUDGMENT OPENS EYES CARROLL'S MISCALCULATION

PAYING THE PRICE

Just after eight o'clock on Monday morning Packers coach Mike
Holmgren folded his tired, 6'5" frame into the back of a
limousine and looked at the Super Bowl MVP seated across from
him. "I didn't know I was riding with royalty," Holmgren said to
Desmond Howard, who exploded with the infectious laughter that
is his trademark.

It costs a lot of money to hold on to royalty in today's NFL,
however, which means there's a good chance that Howard and a few
other free agents played their last downs with Green Bay on
Sunday. One front-office source said he believes the Packers
will re-sign prize 325-pound defensive tackle Gilbert Brown and
10-year veteran center Frank Winters but will probably not have
enough room under the salary cap to keep outside linebacker
Wayne Simmons (a $3 million-a-year player, most likely) or
Howard, who emerged this season as the NFL's premier return man.
Defensive end Sean Jones, 34, and safety Mike Prior, 33, are the
other regulars who are free agents, but they are not
high-priority cases. Rising star running back Dorsey Levens and
promising defensive end Gabe Wilkins, who just completed their
third seasons, are restricted free agents, whom Green Bay can
retain by making qualifying offers or matching another team's
higher offer. It's unlikely either will leave.

The Packers desperately need to keep Brown, the best run stopper
in the game. "We've been a phone call away from getting that
done for about a month," Holmgren said on Monday. Brown's price
tag: about $2.6 million annually. Winters is also vital because
of his close bond with quarterback Brett Favre and because he's
so skilled at calling the blocking assignments at the line. The
Packers will have to pay him about $1.2 million a year.

Green Bay certainly would like to re-sign Howard--"The Packers
have a big edge to sign me right now," he said on Monday--but he
made a measly $300,000 this past season, while his newfound fame
should put him in the $1.5 million neighborhood. Last year the
Cowboys' Larry Brown, a mediocre cornerback making $500,000, was
the Super Bowl MVP and then signed a five-year, $12.5 million
deal with the Raiders. "It only takes one team to drive the
price up," said Howard's agent, Leigh Steinberg.

Ongoing negotiations to extend Favre's contract are temporarily
complicating matters for Green Bay. The quarterback is signed
through 1998, but the team is trying to lock him up through
2002. Favre wants a bonus of about $12 million, and the Packers
are holding firm near $11 million because signing him could
severely deplete the team's $21 million cash reserve in a year
when revenue will rise only slightly. Favre's agent, Bus Cook,
has offered the Packers the option of paying $6 million this
year and $6 million in '98, which may allow them to hold on to
more of their free agents.

Whatever happens, the guts of this Super Bowl team--Favre,
running back Edgar Bennett, tight ends Keith Jackson and Mark
Chmura, guard Aaron Taylor and most of the league's No. 1-ranked
defense--will return for a run at repeating as NFL champions.
The best news anyone could give a cheesehead now would be the
return of Brown, and he sounded a lot like a longtime Packer
upon leaving New Orleans. "We have the kind of unselfish team
that money can't buy," he said. "I love it in Green Bay." The
Packers can only hope he backs that up with his signature in the
coming weeks.

DANGEROUS PRECEDENT

The biggest danger of the $1.8 million football-made-
me-a-substance-abuser disability judgment handed out by a U.S.
district judge in San Diego last week to former Chargers lineman
Walt Sweeney? Retired players who become dependent on drugs or
suffer from other maladies that they claim are football-related
could drain the NFL's estimated $400 million retirement fund.
"There are guys in the woodwork--steroid guys, illegal drug
guys--waiting to abuse the system," says NFL Players Association
executive director Gene Upshaw. "All a lawyer would have to do
is put out his shingle and you'll see how long that fund lasts."

Lawyers for the league's retirement plan, who argued that
Sweeney's substance abuse was not a football-related disability,
have indicated they plan to appeal the ruling. Sweeney played
for the Chargers from 1963 to '73.

NOT SO HOT ANYMORE

In early January, 49ers defensive coordinator Pete Carroll was
in a difficult position. And how he handled it may have
tarnished his reputation as one of the league's brightest
coaching prospects.

The skinny: On Jan. 7, Carroll interviewed for the Rams'
coaching vacancy, but that wasn't the job he really wanted. With
reports of Bill Parcells's imminent departure as coach of the
Patriots, Carroll had his eye on the New England job and heard
through the grapevine that he would have an excellent shot if
the post became available. So when Rams president John Shaw told
Carroll and Carroll's agent, Gary Uberstine, soon after the
interview that he would like to begin contract talks, Carroll
was in a bind. Knowing the Patriots job might become an option,
he decided to stall for time (he would need even more after New
England won the AFC Championship Game on Jan. 12 and advanced to
the Super Bowl). Carroll opened what he hoped would be prolonged
negotiations with the Rams, figuring that if he got everything
he wanted, he would probably take the job. So Carroll asked
Uberstine to research the bountiful contract that 49ers
offensive coordinator Mike Shanahan had signed with the Broncos
two years ago. "Bad mistake," said one 49ers executive. "Pete
overplayed his hand badly."

"No I didn't," Carroll told SI last week, in his first extended
interview since the process collapsed. "First of all, I had too
much respect for John Shaw's ability as a negotiator to kick my
butt, and he told us to make sure we included everything in our
original proposal that we'd want, because we wouldn't be able to
add anything later. What we asked for was just a starting point
[in the negotiations], but I came off looking like a jerk."

Carroll's proposal included a list of bold requests, including
control of football operations, a surprising demand from a man
who was fired by the Jets after going 6-10 in 1994, his only
season as a head coach; 50 Super Bowl tickets annually; and two
luxury suites in the Trans World Dome. Shaw dismissed Carroll's
candidacy when he saw his list of demands, which he considered
excessive and frivolous. Then, on Jan. 21, Shaw signed
60-year-old former Eagles coach Dick Vermeil to a five-year, $9
million deal that included control of football operations.

Now, if Carroll doesn't get the Patriots' job, he says he would
like to return to the 49ers as defensive coordinator and try to
repair his damaged reputation. "I took a huge chance," Carroll
said, "and I got slammed for it. If it affects my chance for
another job, god, what a horrible thing that would be. I've
risked a great deal waiting for [the New England] opportunity,
and if all this affects that, I would be really disenchanted
with the NFL."

DON'T KNOCK IT

It's become fashionable to bash the Rams for hiring Vermeil
because he was out of coaching for 14 years. But if he has
learned to channel his runaway emotions, Vermeil is a wise
choice if only for these two reasons: He can motivate players,
and he can recognize young talent. Perhaps no man has watched as
many college football games on tape over the last nine years as
Vermeil has in his role as an ABC analyst. He spent as many as
four autumn days each week dissecting film.

"[Ohio State coach] John Cooper just left my office," Vermeil
said last week from St. Louis. "I think I've developed a lot of
credibility with [college coaches], and I think I'll be able to
ask them the tough questions about players you really need to
have answered before you draft them."

OVERLOOKED AGAIN

Packers offensive coordinator Sherm Lewis, an African-American,
is bitter about not being considered for any of the 10 head
coaching positions that opened up during or after the 1996
season. Lewis's former quarterbacks coach in Green Bay, Steve
Mariucci, got the 49ers job.

Lewis is a good coach, but his failure to get a top job has
nothing to do with his race. He was passed over because Packers
coach Mike Holmgren handles so much of the offensive coaching
and strategy himself that some executives around the league
wonder how big a role Lewis has had in the Packers' success.

DISPATCHES

Saints owner Tom Benson said last week his team had one priority
in its search for a new coach: "I want a winner." Naturally, but
he also wanted someone who could help fill the Superdome. A big
factor in the resurrection of Mike Ditka's coaching career,
which as of Monday was expected to resume this week with his
hiring by New Orleans, was the average of 27,242 empty seats at
Saints home games in 1996. Ditka was the only unemployed coach
whom Benson felt could sell tickets--win or lose....Last week
Cowboys defensive end Charles Haley got the same opinion on his
aching back from an independent doctor that he had already
received from team physicians: It's time to retire. It is a
virtual certainty he'll hang 'em up, saving Dallas $2 million on
its 1997 salary cap....The best indication of how many football
coaches are out of work comes from new Giants coach Jim Fassel,
who said last week, after nine days in his new position, "The
most disappointing thing about this job? I have 500 to 600 phone
messages, mostly from coaches trying to get jobs, and many from
guys I know. There is no feasible way I can return them all, and
I know I'll lose some friends."... Don't for a moment doubt the
notion of quarterback Peyton Manning's staying at Tennessee for
his senior season instead of declaring for the April 19 draft.
According to a source close to the family, if Manning isn't
happy with the team he expects will select him, he has no
problem with returning to Knoxville and trying to win a
Southeastern Conference title and the Heisman Trophy--and coming
out in 1998, when the new TV contract kicks in and more salary
cap money is available.... The NFL will fight the Mashantucket
Pequot's offer to build the Patriots a new stadium near the
tribal nation's Foxwoods casino complex in southeastern
Connecticut because the league doesn't want its teams to have
any connection to gambling.

THE END ZONE

After a tabloid TV reporter asked if he had any pregame rituals
for the Super Bowl, Packers guard Aaron Taylor replied, "One.
Projectile vomiting."

COLOR PHOTO: JOHN BIEVER The Packers hope Brown doesn't bust their budget the way he breaks up foes' running attacks. [Gilbert Brown in game]

COLOR PHOTO: PHIL HUBER Carroll claims his demands were misinterpreted. [Pete Carroll coaching]

THE OVER AND UNDER

The NFL salary cap in 1997 is expected to grow less than $1
million, to an estimated $41.5 million, but as of last Friday,
four teams had already committed more than that to salaries for
next season. The Raiders were in particularly deep trouble, with
a league-high $49.1 million in obligations. Teams that are over
the cap typically get below the limit by renegotiating contracts
and waiving players, clearing the way for the acquisition of
cheaper personnel. (The free-agent signing period begins on
Feb. 14.) Here's a team-by-team breakdown of '97 salary
commitments.

Team '97 Salary Obligation*

1 Raiders $49.1
2 Cowboys 44.9
3 49ers 44.2
4 Chiefs 43.9
5 Bills 41.2
6 Jets 41.2
7 Giants 40.2
8 Ravens 40.0
9 Saints 39.7
10 Dolphins 38.2
11 Seahawks 36.9
12 Broncos 36.2
13 Colts 35.4
14 Rams 35.0
15 Steelers 33.7
16 Packers 33.7
17 Jaguars 33.7
18 Cardinals 33.6
19 Patriots 33.2
20 Oilers 33.1
21 Buccaneers 32.9
22 Vikings 32.5
23 Bengals 32.5
24 Bears 32.0
25 Chargers 30.6
26 Redskins 29.9
27 Eagles 28.4
28 Lions 27.7
29 Falcons 27.0
30 Panthers 26.7

*In millions