ST. LOUIS (AP) -St. Louis Rams running back Marshall Faulk is not attending the team's final minicamp this weekend while contemplating retirement because of knees that have been slow to recover from offseason cleanup surgery.

New coach Scott Linehan said Friday that two weeks ago Faulk, who has undergone numerous such surgeries on both knees, expressed his concerns. Linehan said Faulk's agent, Rocky Arceneaux, told him again on Thursday that Faulk ``wasn't physically ready to go.''

``Guys that have played at such a high level for so many years and have taken so many hits, sometimes it starts to wear you down a little bit,'' Linehan said. ``He's trying to figure out how he can manage it.''

Faulk, the 2000 NFL MVP, is ninth on the career rushing list with 12,279 yards, 34 yards behind Jim Brown. But he had a career-low 292 yards rushing last year and made only one start, in the season finale when Steven Jackson was out with a hip pointer.

Linehan said under the circumstances that he didn't mind Faulk not at least attending the meetings at the minicamp to pick up the new offense. Linehan reasoned that if Faulk had attended the camp, he would have wanted to participate even though he's not ready.

``He's dealing with something bigger than meetings,'' Linehan said. ``I think he's coming to terms with whether he can do it.

``The competitor in him wouldn't want to be able to stand there and watch.''

Faulk, 33, has been to seven Pro Bowls, has seven 1,000-yard rushing seasons and 38 100-yard games, and was the first player in NFL history to gain 2,000 yards from scrimmage in four consecutive seasons from 1998-2001.

But he hasn't had a 1,000-yard season since 2001 and lost his starting job in 2004 when the Rams drafted Jackson in the first round.

Linehan said Faulk's decision has nothing to do with a change in coaching staffs. Mike Martz, under whom Faulk enjoyed his greatest success, was fired last year after six seasons.

``It really isn't that at all,'' Linehan said. ``This is a personal issue because he doesn't want to play at a level he's not accustomed to playing.

``The reality is time does start to catch up to you.''

Linehan said he hasn't begun to address the running back situation if Faulk decides to retire. The Rams signed Tony Fisher, who had 173 yards and a 2.9-yard average for the Packers last year, in the offseason, but have no other proven NFL players at running back.

``I haven't even gotten there yet,'' Linehan said. ``We just haven't had to cross that bridge yet.''

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