GUT CHECK ROD WOODSON IS BENT ON PROVING THAT HIS BEST NFL DAYS AREN'T BEHIND HIM

Rod Woodson reacted about 10 seconds too late, and his words
lingered in the New Orleans humidity. "I wasn't finished,"
Woodson mumbled after an overzealous waitress had prematurely
cleared his Cajun combination plate and disappeared from view.
His chiseled body crammed between a table and a wall at an
outdoor French Quarter restaurant one night last week, Woodson,
a free-agent Pro Bowl cornerback, appeared more deflated than
perturbed. When the waitress returned a few minutes later
bearing a generous helping of bread pudding, he held his tongue,
smiled faintly and dug in.

It would be silly to compare a few lost bites of jambalaya to a
lost opportunity for one of the best defensive backs in NFL
history, but let this much be said: Woodson doesn't get bogged
down by unfinished business. He reacts to disappointment by
shutting it out and moving ahead--the way any great cornerback
responds to adversity. And that is how he's handling the end of
his 10 years with the Pittsburgh Steelers.

"I had a good thing going in Pittsburgh, and I would have loved
to have stayed, but leaving is not going to break me," Woodson
said over dinner. "I want to be appreciated and treated with
dignity. People don't realize that being in a place where the
management and coaches think I can still play is a lot more
important to me than being with the Steelers."

As willing as he is to expound on the events that led to one of
the most significant NFL divorces since the dawn of unfettered
free agency four years ago, the 32-year-old Woodson can't help
but allow his mind to race ahead to the coming season. He spent
part of May in New Orleans working with trainer Tom Shaw and
said he is almost fully recovered from the arthroscopic
procedure he underwent in February to clean out a bone chip and
scar tissue from his right knee--aftereffects of the torn
anterior cruciate ligament he suffered while attempting to
tackle Barry Sanders in Pittsburgh's 1995 opener. On June 2 at
Purdue, his alma mater, Woodson plans to work out for at least
six teams: the Carolina Panthers, the Cincinnati Bengals, the
Denver Broncos, the Jacksonville Jaguars, the San Francisco
49ers and the Tampa Bay Buccaneers.

The most likely scenario has Woodson signing a long-term
contract with the Niners and joining a secondary that includes
perennial Pro Bowl safeties Tim McDonald and Merton Hanks. "We
spent a week looking at game film from last year, and we are
confident he can still play at a very high level," says Dwight
Clark, San Francisco's vice president and director of football
operations. "Unless something comes up that we don't foresee,
I'm pretty sure we'll take a crack at signing him."

Woodson hopes to finish his career with a contender that plays
its home games on grass. He wants a long-term deal but says he
would consider retiring as early as next year if he were to earn
a Super Bowl ring. He lists the Niners and the Broncos, in that
order, as his top choices, although Denver coach Mike Shanahan
says his team's signing of former San Diego Charger Darrien
Gordon takes it out of the market for another high-priced
cornerback. Woodson says he'll also look seriously at the Bucs
because of his regard for Tampa Bay coach Tony Dungy, the
Steelers' defensive coordinator during Woodson's first two years
in Pittsburgh. Woodson's agent, Eugene Parker, is high on the
Panthers, who want the 6'2", 200-pound Woodson to become a
safety. But Woodson says he prefers to remain a cornerback for
at least one more season, "because I want to show people I can
still play there."

Until blowing out his knee, Woodson was playing cornerback as
well as anyone ever had. In 1994 he was one of five active
players voted to the NFL's 48-man 75th anniversary team, joining
Jerry Rice, Reggie White and two players who have since retired,
Ronnie Lott and Joe Montana. Like Montana, Lott helped San
Francisco win four Super Bowls in the '80s but went elsewhere
after the organization deemed him expendable. Well aware of the
plight of his friend Lott, Woodson hopes history repeats itself:
In '91 Lott jumped to the Los Angeles Raiders after being left
unprotected by the 49ers in Plan B free agency and had one of
his best seasons, leading the league with eight interceptions
and earning All-Pro honors.

"Ronnie had something to prove," said Woodson, who then retraced
some painful personal history that helps explain why he has been
able to avoid being openly bitter about his breakup with the
Steelers. Yes, he was hurt by Pittsburgh's handling of his
situation, but when you have turned your back on family members
unwilling to accept mixed-race marriages, the parting of ways
with a longtime employer over a contract squabble hardly seems
epic.

Woodson, who grew up in Fort Wayne, Ind., has put down strong
roots in Pittsburgh. He owns a popular eatery there, Woodson's
All-Star Grille, and hopes to open two more restaurants in the
Pittsburgh area in 1998. He owns a house in suburban Wexford and
intends to remain there once his career ends. He says he plans
to leave his wife, Nickie, and their three children, ages six
years to 11 months, in Pittsburgh next season "so I can
concentrate 100 percent on football."

Despite having already lost free-agent cornerbacks Deon Figures
(to Jacksonville) and Willie Williams (to the Seattle Seahawks),
the Steelers effectively broke off negotiations with Woodson on
April 19, when they selected Maryland cornerback Chad Scott in
the first round of the draft and came to terms with former
Chicago Bears corner Donnell Woolford, 31, on a four-year, $5.6
million contract. In the hours leading up to the draft, Woodson
said, Pittsburgh made him a heavily back-loaded offer that would
have paid him about $7 million over four seasons. Last year the
Steelers paid him $3.4 million. "I think they thought I would
panic, which is ludicrous," he says. "I didn't get to this point
by not being calm under pressure."

There are two sides to every contract dispute, and sentiment in
Pittsburgh seems slanted toward the Steelers. Late last month,
when Woodson appeared in a video during a Pittsburgh Penguins
game at the Pittsburgh Civic Center, fans booed. "That didn't
surprise me," Woodson says. "I'm very attuned to racial matters,
and anytime a black athlete leaves Pittsburgh and comes back he
gets booed. It happened to [former Pirates] Barry Bonds and
Bobby Bonilla. But when white players [like former Pirate Sid
Bream] came back--players who left for better deals, just like
everyone else--they were cheered. I just wish people would be
consistent, but that's the way it is in Pittsburgh."

If Woodson seems particularly sensitive to questions of race, it
is with good reason. The son of a white mother and a black
father, Woodson says he was subjected to racism from both sides
of the family--and from outsiders. In the late 1980s, when Rod
began dating Nickie, who is white, he felt a similar chill from
her family. "Her grandmother saw us walking together at a
grocery store one day and walked right past us without
speaking," says Rod. Nickie's grandmother has accepted the
relationship, but, Rod adds, "Her father still won't speak to
her."

Woodson hasn't forgotten the support he received from Lott, San
Diego Chargers linebacker Junior Seau and other players after
tearing his ACL. Woodson defied medical experts by returning to
practice four months after the injury and appearing in the
Steelers' Super Bowl loss to the Dallas Cowboys in January 1996.
He played about a dozen snaps as a nickelback and broke up one
sideline pass, to wideout Michael Irvin; otherwise, his impact
was negligible. He pushed the knee through a rigorous off-season
regimen and noticed the bone chip during the '96 preseason. As
the year progressed, he was also plagued by a strained Achilles
tendon, a sprained ankle and a bad back. Says Parker, "He wasn't
the 75th anniversary-caliber player last year, and the Steelers
knew the reasons why--because he came back too soon for the
Super Bowl and had the chip floating around his knee."

In 1996 Woodson was beaten deep five times, with three plays
going for touchdowns. His lowest moment came in Pittsburgh's
28-3 playoff loss to the New England Patriots. On New England's
first play from scrimmage, rookie wide receiver Terry Glenn beat
Woodson deep and caught a 53-yard pass from Drew Bledsoe,
putting the Patriots in position for their first touchdown and
setting the tone for the day.

Still, Woodson had his moments last season, intercepting six
passes, scoring a pair of touchdowns and earning his seventh
trip to the Pro Bowl. He figured that he would get the knee
cleaned out and test the free-agent market, a combination as
incompatible as PBS and World's Scariest Police Shootouts! After
his surgery Woodson visited Chicago, Jacksonville and San
Francisco but was unable to work out. During that same period
Pittsburgh dangled a four-year, $7.2 million pact that included
a $1 million signing bonus, but in their subsequent offer the
Steelers cut the bonus in half. "Either they thought they could
get me on the cheap," Woodson says, "or they just wanted to make
an offer they knew I'd turn down because they didn't really want
me."

"That's ridiculous," says Tom Donahoe, the Steelers' director of
football operations. "We wouldn't have made him an offer if we
didn't think he could still play. How can he be mad at us? There
are 30 teams in this league, and we're the only one that
attempted to sign him." (That's not quite true: The 49ers
offered Woodson a one-year, $1.3 million deal in February.)

This divorce has been messy. One member of the Pittsburgh front
office says that Woodson is a medical risk who overestimated his
worth. Woodson questions the organization's philosophy of
letting so many of its players depart through free agency. "It's
ludicrous to believe you can restock in the draft every year,"
he says.

Woodson says he turned down a "decent" offer (three years, $9
million) from the Steelers last August because he wanted a four-
or five-year deal. Last December he seemed sympathetic to the
organization as he discussed the status of running back Jerome
Bettis, a free-agent-to-be who ultimately re-signed with the
Steelers for a package averaging $3.6 million a season. Citing
former Pittsburgh quarterback Neil O'Donnell, who in the
previous off-season had taken $25 million over five years to
jump to the New York Jets, Woodson said, "I hope guys like
Jerome Bettis don't make the same mistake Neil O'Donnell made.
Money isn't everything. You've got to realize when you're in a
good situation."

The Cowboys' Deion Sanders and his astronomical 1995 contract
aside, Woodson was the league's highest-paid cornerback in each
of the last six seasons. But following the '96 season, Woodson
came to believe his employers no longer regarded him as a
valuable commodity. In March, frustrated by the lack of
communication with team management, he arranged a meeting with
coach Bill Cowher, Donahoe and owner Dan Rooney. He asked all
three men to assess his value to the team. Woodson says that he
never received a clear-cut evaluation.

"Tom's a good guy; they all are, really," Woodson says. "My
thing is honesty, and I wish someone would have told me the
truth. Then again, I'm not telling the whole truth about what
they said about me, because if I reveal the whole truth, it's
going to get people in trouble. Besides, most people wouldn't
believe me. The best thing is just to let it go and move on."

COLOR PHOTO: BILL FRAKES In anticipation of his one-man combine, Woodson was in New Orleans last week getting his 32-year-old body in shape. [Rod Woodson stretching]

COLOR PHOTO: AL TIELEMANS Still showing effects of his knee surgery in 1995, Woodson (26) was beaten deep five times last year. [Rod Woodson and Indianapolis Colts reciever in game]

COLOR PHOTO: AL TIELEMANS As a Steeler, Woodson was named to the NFL's alltime team. [Rod Woodson]