n his first three years in Denver, Osweiler didn't have many opportunities to showcase his skills -- he attempted all of 30 passes during that time -- but the Texans were paying attention. They became even more intrigued while holding joint training camp practices with the Broncos in 2014."We definitely watched him," O'Brien said. "That's part of the reason for joint practices. You're working, but there also are evaluations going on. We noticed him, especially how well he knew their offense and played in their system."The Texans became even more enamored after seeing Osweiler play last season. His first action came in a 29-13 loss to Kansas City on Nov. 15, when Manning was benched after throwing four interceptions and completing five of 20 passes. Media reports later revealed that Manning had been hampered by injuries to his ribs and right foot (a torn plantar fascia), which opened the door for Osweiler's real opportunity. With all eyes on Osweiler, he stepped into the starting job and helped the Broncos win five of their final seven regular-season games.Osweiler completed 61.8 percent of his attempts while throwing 10 touchdowns and six interceptions during that eight-game stint. His biggest highlight came in a 30-24 overtime win vs. New England, when he helped the Broncos overcome a 14-point fourth-quarter deficit. Osweiler was at his best in the Broncos' final drive of regulation, when he fired a 39-yard pass to a streaking Emmanuel Sanders and later hit Andre Caldwell for a 4-yard touchdown pass to put Denver up 24-21."One thing I do remember about him is that he was composed," said Arizona Cardinals outside linebacker Chandler Jones, who played for New England last season and picked off an Osweiler pass that was batted at the line in that game. "I didn't see a panic in him. He didn't have a ton of experience, but he ran the offense well.""There's nothing that can replace learning on the field," Osweiler said. "I'm talking about game management, how what you do on second or third down early in a game can affect your team later, and knowing if this is the day that is going to be a shootout. Those games helped me get a better grasp of the big picture."The Broncos ultimately returned Manning to the lineup in the third quarter of a win over San Diego in the regular-season finale. Denver's offense had been sputtering in the final two games, and the sense was that Manning deserved his job back. That also became a key tipping point in Osweiler's career with the Broncos. Though he denies there was any lingering resentment from his benching -- he refers to his playing time in Denver as "a blessing" and "a dream come true" -- Broncos general manager John Elway recently told the Denver Post that Osweiler "seemed to be a little bent out of shape about that."The Broncos still were willing to offer Osweiler a reported four-year deal worth $64 million. The Texans, on the other hand, thought even more highly of him. When Smith and O'Brien met in the offseason, they decided their No. 1 goal was to create a more dynamic offense for a team that tied for 21st in the NFL in scoring (21.2 points per game) in 2015. That meant finding a quarterback they could trust, primarily because Osweiler's immediate predecessor in Houston, Brian Hoyer, threw four interceptions in a 30-0 home loss to Kansas City on Wild Card Weekend.Watching Osweiler in joint practices helped the Texans get a feel for his potential, but they also liked that he’d been coached by two men in Denver they knew well: head coach Gary Kubiak (who spent eight seasons in that position in Houston) and quarterbacks coach Greg Knapp (who served in that capacity for two seasons with the Texans). Both coaches have a strong history of developing quarterbacks, and Smith spoke highly of Knapp’s ability to teach proper fundamentals."We looked at everybody who was available," O'Brien said. "And we felt like this guy had a lot of the things we were looking for. He threw the ball accurately. He played in big games. Even though there isn't a ton of game experience relative to other guys, he played well in big games. He had a lot to do with Denver's success down the stretch." Added Smith: "We didn't have the opportunity to visit with him, but we felt very comfortable with all the information we had, as far as the kind of guy we were getting. That's what it comes down to when you sit down with somebody. You want to look him in the face and see if he really is who you think he is. We felt comfortable with who he is."Osweiler has reached the point where he doesn't want to talk much about why he left Denver -- "If you don't live my life, you don't know what went into my decision," he said -- but plenty of theories have developed throughout the offseason. There is the suspicion that he was bitter about being benched, as Elway hinted in his comments to the Post. There's the fact that the Broncos wouldn't overpay for his services. (Elway acknowledged, through the Broncos' website, that the team "had to remain disciplined while continuing to assemble a roster that can compete for championships.") Another popular notion is that Osweiler simply didn't want to follow in Manning's footsteps.It's a possibility that Osweiler publicly has denied, but which has been posited by both Texans owner Bob McNair and Erickson."My personal opinion, even though Brock has never said this to me, is that he wanted to go someplace where he could be the guy," said Erickson, who now works as the assistant head coach at Utah. "He didn't want to worry about living under anybody else's shadow."