tonight, a special edition of "unguarded with rachel nichols." peyton manning's boss knows a thing or two about super bowls. john elway took the broncos to five and won twice. and elway brought manning to denver for a reason. >> we were getting a hall of famer quarterback with a chip on his shoulder. to me, you can't find any better guy than that. >> unreal, joe montana won four super bowls and named mvp three times. unparalleled. emmitt smith won three super bowls and he misses the rush. >> this is physicality. this is like boxing. this is like getting into the coliseum in rome. ♪

welcome to a very special edition of "unguarded." yeah, that's us up in the box, suspended above super bowl boulevard, where we have not one, but three football hall of famers with nine championship rings between them. and we start with john elway. elway will forever be a hero in denver for winning back-to-back titles in the late '90s. now he's returned to the super bowl, once again with the broncos, but this time as the team's chief of football operations. he's the man who lured peyton manning to denver. i asked him just how he managed that. plus what it feels like to be here without his jersey. this is your first time in a blazer with a super bowl. how different does it feel this week? >> as a player, this is the biggest game of your career, especially as a quarterback. there's a lot of things that ride on this game because of the attention that the game gets.

being with a coat on, you're a lot more in the background, which is a little more enjoyable, especially physically. because i know physically i can't handle it these days. >> what is the hardest part watching the game? >> you get nervous. but i know we have a good football game and we have a good chance to win. >> you had that great commercial a couple years ago where you showed off your dance moves. >> we were having fun together and i wanted to break out the moves. >> are we going to see a john elway dance if you win? >> i'll be able to show that off. it would be great. i'll try anything if we can win. >> well, we all remember your second super bowl win, holding up that trophy. you walk off the field, you retire. you're only 38 years old. you still have your half of your life ahead of you. what was it like trying to figure out what you wanted to be when you grow up from there? >> when i first retired, for the

first couple of years i wanted to get away from football. i was in the car business. after two years, i played enough golf and wanted to get involved in football again. so i got involved with the arena football league. >> just came by to welcome you to arena football. >> had that for six years and i enjoyed that. i realized having been in the game of football my whole life, that's where i was born to be. it was hard not having a scoreboard on sundays in the fall. that's all i was used to. so i found out that i needed a scoreboard. >> you also had some hard years personally after you retired. your dad died, your twin sister battled cancer and died, you battled divorce. how did you emerge from that change from the man we knew and saw on the field. >> there's learning experiences in everything. those are also situations meant to make you tougher.

to me, it's god saying okay, you're going to see both sides of it and make you a better person. winning championships and having some tough times. >> that's the person you were when you arrived back at the broncos. you got all these other star athletes who tried to make it as executives, the track record is not great. dan marino went into player personnel with the dolphins and lasted three weeks. >> i think any time you take on a new challenge, it's the unknown. i knew a lot about football, but i knew i had a lot to learn. as i said when i took the job, i know what i don't know. it's given me a chance to be back in the game and continue to learn. >> you went to stanford. we all knew you were a smart guy, but you were known for your arm as a player. now you enter the second stage in a second arena. you can't throw your way out of this situation. was it strange not to have one of your main gifts in football not at your disposal?

>> i think there's obviously when i had the arm that i had, that was my security blanket. when you move away from that, i think that's -- as a football player, you have the control of everything that goes on the field, really as a quarterback. now you're putting those guys together with no control between the lines. so i got no problem in turning that control over to peyton. my job has been to get the best team around him. >> your signature move as an executive was moving on from tim tebow and acquiring peyton manning. for people that don't remember, tim tebow had just won a playoff game. >> shotgun for tim tebow. sets, throws, pass caught, touchdown! >> he was enormously popular in denver and across the country. what made you think this isn't the right situation and i want to take the risk and move on. >> tim had a tremendous year and

after being 4-12, the way he came in, he won seven out of his first eight starts. but when you have a guy that's a hall of fame quarterback that's out there that still had a lot of football left in him, we couldn't pass up that opportunity. >> it was still a risk with peyton. he had multiple neck surgeries. you bet the farm on him. >> when peyton got released, he came to denver and i had a chance to spend the day with him. we were getting a hall of fame quarterback with a chip on his shoulder. to me, you can't find a better guy than that. he's a competitor. he was on a new mission, and i was ready to jump on that mission with him. >> we have a lot more for you right after the break. elway says he knows whether manning plans to retire if he wins here on sunday. plus hall of famer emmitt smith on the state of the nfl. >> you're seeing some of the carnage that's been left from the game. u: when electricity is generated with natural gas

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i'm rachel nichols and welcome back to a special super bowl edition of "unguarded." we've been talking to john elway who heads up the broncos football operations. two years ago he had a lot of competition recruiting peyton manning, including from all teams the seattle seahawks. seattle coach pete carroll flew to denver unannounced to try to snatch manning away before he signed his contract. but elway persevered. >> we all know that nothing lasts forever. >> there were a handful of other teams also chasing after peyton manning. in the end, peyton picked the broncos largely because of you. what did you do right? >> i put myself in peyton's shoes, if i was, what would i want in my second team? so i tried to provide that with the broncos. and i said, that's what we have to offer. >> did you have some big moments with peyton? >> the one big moment we had is the night he came to denver. i said, here's my advice to you,

as a friend and a fellow quarterback, number one, take your time on this decision, and number two, make sure you get away from indianapolis. i know that's where you wanted to finish your career, but that's not going to work out. so you need to come to grips with what happened there. get over that. once you do that, you can pick where your next team is going to be, what's going to be the best for peyton manning. he took a couple weeks. each though it was tough for us waiting that long, you know, it was well worth it. >> what was it like to wait and wait and pick up the phone and have him say i'm coming? >> when he called me, he said, how are you doing? he says it's hard calling these teams telling them i'm not coming there. >> i called john elway monday morning and said i wanted to be a denver bronco. >> so peyton commits. was there a moment where you said, all right, i hope this works? >> yeah, i made the bet.

i knew we were going to sleep in it, so it was our job to get the best people around him that we could, and the best coaches. so we went to work from there. we had our fingers crossed that things were going to come back. >> it's clearly worked. you're in the super bowl. you had the ultimate super bowl walkoff home run, you win two super bowls, walk into retirement. there are people who think peyton should do the same thing, that he should retire. >> he still has a lot of football, he still enjoys the preparation and still works hard at it. so no, i think there's more in his future and i think he's got a lot still to do. so i don't think it's time for peyton to walk away. >> said by the man who wants him on the field for his team. there's all this talk about what would it mean if he won the super bowl. but what would it mean to you? >> i worked hard in this position, especially when i took this position, a lot of naysayers, so it's nice to be

able to, you know, say you've done something people said you can't do. so it would be a great first step. i still plan on doing this for a while, and so it would be nice to be able to get a super bowl championship under our belt. >> your dad was a football coach. he went into personnel. he was the director of pro personnel for the broncos in the neighborhood of what you do now. what do you think he would say if he saw you now? >> believe me, i thought about that several times, especially when i first got this job and with the success we've had in the last couple of years. it makes me miss him each more, because i wish he could have been part of it, because i know how much he would enjoy it. how much of a help he would have been, too. so it makes me miss him more now. >> are you going to be thinking of him sunday morning? >> will do. i'm hoping it's a very good thought on monday morning. all right. we have a lot more of our special edition of "unguarded" to come. hall of famer emmitt smith, three rings. hall of famer joe montana, four

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welcome back to "unguarded." we are out here on super bowl boulevard. and there's no one over the past few decades whose name has been more synonymous with the super bowl than joe montana. i got his inside take on everything from the weather to quarterbacks. joe, you played super bowls in detroit and miami, california, new orleans. did you ever think you would see this, in the middle of manhattan. how do you think the weather is going to affect everyone?

>> there may be a little more rain, that would affect it a little bit. i think this game, as much as i love new york city, it should be a place where weather has no effect. the game has changed from what it used to be. you have all these guys throwing the ball now. you have the number one offense against the number one defense. >> you will rather see that super bowl in perfect conditions as they like to say? >> yeah. being a quarterback especially. >> the seahawks don't have a single player on their team who has been to a super bowl before. you've been on both sides. you played in four, so you have your first experience when you were a newbie, and then when you were a veteran. how important is the experience factor? >> i don't think it's as important as you think. people beat it into their brain that it's different and it's really just another game. once they get involved in the game and it gets started, the defense hopefully for them will

set the tone and let the offense settle in, because they're going to try to run the ball with marshawn. but i really don't think after it gets going it will be much of an issue. >> i want to ask you about the quarterbacks in this matchup, peyton manning specifically. does he need this super bowl win to cement his legacy? does the number of super bowls matter or is it just how great is he? >> i don't think it matters. he's already been there and won one, been to another one. the numbers that he's throwing up right now is crazy. obviously the rules are helping him a little bit, but he's still a great player. very accurate throwing the ball. i think what he's done already speaks for itself. if he wins it adds to it. but i don't think it matters if he loses. >> of course, you just filmed a super bowl commercial with him for papa john's. who is a better actor, you or peyton? >> peyton, it comes pretty easy for him. we had a lot of fun. 30th anniversary, and on their

way back, they find a stowaway in the back. >> we'll look for the acting off between you and peyton during the super bowl. it will be fun. thank you so much for joining us. we appreciate it. >> my pleasure. thank you. >> if joe montana was the face of super bowl excellence in the '80s, then emmitt smith was the face in the '90s. he's won the super bowl three times and named mvp. give us the inside story here, what sit like right now for the seahawks and the broncos? >> i think the players right now are going through this surreal moment, a moment of truth, if you will. and it's all going to culminate come sunday. >> it starts to sink in, it's coming. >> you start to get little butterflies, and the butterflies come even more come saturday.

>> you played on a cowboys team that led the league in bravado, so you've heard trash talk your lifetime. what did you think of what richard sherman did after the nfc championship? >> at the end of the day, when richard sherman makes the biggest play of his career and then he goes up to him and tries to shake his hand after talking trash and the guy push him in the face, yeah, i'm upset too. >> so you're on board with what he said? >> oh, yeah. people on the sidelines can say anything they want to until someone get in your face and challenge you in that way. this is not like corporate america, so to speak. this is not corporate america. this is physicality. this is like boxing. this is like getting into the coliseum in rome and going for it. >> so we see all the bravado, you see some really good football. now that it's super bowl time, do you miss it a little? >> this is the time of year that you want to get back out there

and play for one game. but you know, i done lost a lot of those urges, though. >> do you remember the soul searching moment you had when you finally decided okay, i'm going to step away from the game? >> it happened fairly quick for me. when i got dressed in a dallas cowboys -- in texas stadium, as an arizona cardinal, i walked into the locker room, the visitor's locker room and i was in there as an arizona cardinal. rachel, i cried for about 30 minutes, sobbing tears. it was one of the worst experiences for me. >> what am i doing here? >> yeah. >> you had gone to the cardinals after your long cowboys career. >> after 13 years. i'm looking around like -- and i have this surreal moment, why am i here? what am i doing? this hurts too bad. and that's when i realized it was time for me to move on. that's when i knew the game had passed me by.

>> smith had played 13 years in dallas before jumping to arizona for two seasons. and when he did quit football in five, he signed a one-day contract to retire as a cowboy. we'll have much more from him after the break, including why he's worried he might become the next ex-player suffering from dementia. you'll want to hear this.

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welcome back. i'm rachel nichols. yeah, that's me, up high there. and for our super bowl special edition of "unguarded," we have been catching up with three-time super bowl champ emmitt smith. of course, these days smith is known for a lot more than just football. ♪ you've had more of a public post career than most people. all the commercials we've seen you in. >> your beard is weird. >> your stash is trash. >> oh, it's bad. >> "dancing with the stars" was a huge success for you. it's amazing, because i told

people i was going to talk to you today and half the people -- you're in the hall of fame. half the people said oh, the guy from "dancing with the stars." did you have any idea the reach it would have? >> didn't have a clue. didn't realize how impactful that would be, let alone not having a helmet on so people could see my face, see my smile and everything else that i am, and see a different side of me. >> it's not all fun and games, though. there's health issues that former players have. you've struggled with gout. what's been the most difficult for you? >> gout has been the most painful experience i've had since i retired the game. it's a severe form of arthritis. yes, i am set up for arthritis because of the pounding i've taken over the years. >> former football players, some are having problems like you, some are having more significant problems. your idol growing up was tony dorsett.

he's recently come out and said he's struggling with what might be the beginnings of dementia. as somebody who sees what's happening to some of your peers, what are your biggest concerns? >> those are some of my biggest concerns. i grew up in a house, you flipped the lights on and you see the roaches scatter. you flip the lights on now, you see some of the carnage that's been left from the game. >> the nfl recently settled their concussion lawsuit, $765 million, but a judge stepped in and says she doesn't think that's enough money. what do you think? >> i agree with the judge. >> is the nfl doing enough? >> i do agree. when you take that number that the judge was talking about and you divide it amongst the 20,000 athletes that have come through the sport, it's equivalent to $20,000 each. >> i can't let you go without asking about the dallas cowboys. cowboys fans right now are frustrated.

are you frustrated, do you understand? >> yes, i am. yes, i am. you're talking about a great organization. a brand that is synonymous with greatness. unfortunately over the recent years, the play on the field or the winning i'm going to say has not met that brand quality. >> do you throw things at the tv like everyone else? >> sometimes. sometimes i do. but i do know it's my television and i've got to replace it, so i'm not going to do it that much. >> maybe emmitt smith can come back and fix things, play for them. >> play, no. emmitt smith doesn't want to play football any further. >> you hear that, tony romo? you are on your own. all right, that sit for us out here on beautiful super bowl boulevard. follow me on twitter or on the web. and for the next month, catch me reporting for cnn at the sochi olympics. then after that, i'll see you

right back here in march for all new episodes of "unguarded" where the end of the game is just the start of the story. just the start of the story. good night. -- captions by vitac -- www.vitac.com there's the beatles. ♪ >> you're nothing but a bunch of british elvis presleys. >> when the beatles arrived, from then on, a thousand different things arose. ♪ >> it is a desire to get power in order to use it for good. >> musicians in today's generation, they could rule the world.