If the Broncos don't try to sign one of the top free agents on the board, they will have to fix the defense through a few shrewd signings on defense and improve heavily via the draft. Denver also has a few areas on offense, including running back and depth on the defensive line and at receiver, that could be addressed.

TEAM NEEDS/OFFSEASON STRATEGY

The Broncos don't have many of their own free agents that will be a high priority to re-sign. The team took care of its biggest potential issue, re-signing linebacker D.J. Williams, when they got him to agree to a new deal before the 2008 season started.

Denver has a few veterans to make decisions on, most notably cornerback Dre Bly, but should be in good shape heading into free agency. The team will then work to start rebuilding its downtrodden defense.

TOP THREE TEAM NEEDS

1. Defensive line: There is a lot of room for improvement along the defensive line. If the Broncos go to a 3-4 this season, there will be an emphasis on finding pieces that fit that system. Denver could use multiple picks on linemen.

2. Safety: Denver's safeties might have been the worst in the NFL last year. There was constant change trying to find two reliable starters. The position needs to be overhauled in the offseason, although 2008 draft pick Josh Barrett played decently late in the season when given the chance.

3. Linebacker: The Broncos have some decent players here but could use a true middle or inside linebacker. They'll also have to figure out where to play D.J. Williams, but that could depend on who else is acquired in the offseason.

MEDICAL WATCH: RB Ryan Torain tore his ACL in November, although the team figures he will be healthy before training camp.

--RB Peyton Hillis finished last season with a torn hamstring, but should be fully healed before the offseason conditioning program.

--LB Boss Bailey finished 2008 on injured reserve after having microfracture surgery on his knee. Microfracture surgery is difficult to bounce back from, so Bailey's progress this offseason is worth monitoring.

--TE Nate Jackson tore his hamstring late in the season. He should be healthy for the offseason workouts.

--RB Michael Pittman's season ended with a neck injury, but before the season ended the free agent-to-be said he felt 100 percent.

FRANCHISE PLAYER: None.

TRANSITION PLAYER: None.

UNRESTRICTED FREE AGENTS

--RB Tatum Bell finished the season with a good game against San Diego, but with a lot of tailbacks on the roster he is no sure bet to return.

--DE Ebenezer Ekuban played well in 2008 but it remains to be seen how he fits into the new staff's plans.

--WR Darrell Jackson didn't contribute much in 2008 and appears unlikely to return.

--S Marlon McCree didn't play in the final eight games of the season, remaining inactive even after recovering from a high ankle sprain. He doesn't appear to be in Denver's plans.

--C Tom Nalen is likely on his way to retirement after sitting out 2008 with a knee injury.

--CB Karl Paymah was demoted a couple of times during the season and will likely hit the open market.

--DT Kenny Peterson provided some depth along the line for the Broncos, although the Broncos will try to upgrade their line.

--RB Michael Pittman played pretty well before a neck injury sidelined him, but he said he feels good and wants to play in Denver again. The new coaching staff will make a decision whether to bring him back.

--TE Jeb Putzier.

--QB Patrick Ramsey is a solid backup for Jay Cutler and despite finishing on injured reserve with an arm injury last year, could be re-signed.

--WR Edell Shepherd was out all last year with a knee injury.

--LB Nate Webster started last year and played well at times. The new staff will have to decide how he fits in their defense.

RESTRICTED FREE AGENTS

--OT Erik Pears finished the season on physically unable to perform because of an appendectomy. He has experience at both tackle spots and could provide depth.

EXCLUSIVE RIGHTS FREE AGENTS

--RB Andre Hall has played well at times and should get a shot to make the team in training camp.

PLAYERS RE-SIGNED: None.

PLAYERS ACQUIRED

--OG Matt McChesney: FA Dolphins; terms unknown.

PLAYERS LOST

--RB Anthony Alridge (released).

--RB Alex Haynes (released).

--TE Chad Mustard (released).

--RB P.J. Pope (released).

--WR Cliff Russell (released/failed physical).

--DT Josh Shaw (released).