"There were a lot of motivating factors to help us win this game, and coach Fox was the biggest one," Von Miller said.
Manning threw his 420th touchdown pass to move into a tie for second place on the NFL's list with his childhood hero Dan Marino. He trails only Brett Favre (508).
"I have never felt comfortable kind of being mentioned with him," Manning said.
Manning had plenty of help from his teammates.
Linebacker Miller harassed Cam Newton all day and Trindon Holliday returned a punt 76 yards for a touchdown as the Broncos (6-3) won for the fifth time in six weeks. The Broncos sacked Newton seven times, including once for a safety, and Miller pressured him into an interception Tony Carter returned 40 yards for a score.
Fox spent nine seasons in Carolina before his relationship with owner Jerry Richardson dramatically deteriorated when the organization failed to offer him a contract extension.
So Sunday's win was a taste of revenge, although Fox took the high road after the game.
"You just feel good to win," Fox said. "You put a lot into these things. It is seven days of hard work and countless hours. It's all for naught if you don't win."
Miller was all over the field and finished with a sack, forced fumble and four tackles for a loss.
"We want to be feared and respected for a relentless pursuit for the ball," Miller said.
Denver's defense put on a show, pressuring Newton all day and forcing him to make quick decisions that often resulted in mistakes.
After a strong start, Newton finished 21 of 36 for 241 yards with two touchdown passes to tight end Greg Olsen. He threw two interceptions.
By the end of the game Newton looked tired, discouraged and a little beat up.
Despite spending most of the day on his back, Newton wouldn't pass blame on his offensive line.
"This is the same offensive line that did an excellent job a lot of times today, so I'm not thrashing them." Newton said. "... I think personally I have to do a better job of getting the football out, getting it to my outlets."
Miller, selected No. 2 in the 2011 NFL draft, one spot behind Newton, was a disruptive force right from the start. He sacked Newton on the second series and celebrated by imitating Newton's Superman routine, pretending to rip open his shirt.
After a slow start, Manning started to pick apart Carolina's defense and was 16 of 20 for 135 yards, including a 10-yard touchdown pass to Brandon Stokley. With the game tied at 7, Holliday put the Broncos ahead with a nifty punt return for a controversial touchdown.
As Holliday sprinted the final 25 yards to the end zone alone and untouched, television replays appeared to show him flip the ball out of his hand in celebration about a yard before he reached the end zone.
In a pool report, NFL referee Al Riveron said, "The entire scoring play is reviewed" and that it was confirmed it was indeed a touchdown.
Said Holliday: "We had that problem last week, but I thought I got the ball across the goal line. I'll have to go back and look."
Prater later made it 17-7 on a 53-yard field goal.
But on the next play Miller grabbed Newton's ankle in the backfield as he was trying to throw and Carter stepped in front of the pass near the sideline and returned it for a touchdown and a 24-7 lead. Prater added another field goal and Mike Adams sacked Newton for a safety to make it 29-7.
"I should have thrown it out of bounds," Newton said. "I have to be more mature than that. It's better to be second-and-10 than have a pick-six."
Manning said after the game he was honored to be in the same company with Marino, who was his favorite playing growing up.
"Dan Marino, after my dad retired, was my favorite quarterback growing up," Manning said, "so it is pretty much documented through the years when I have been asked about Dan Marino how I feel about him."
Copyright 2012 by The Associated Press