IRVING, Texas -- Emmitt Smith cut left, saw a hole and plunged ahead. When an arm smacked his legs and sent him stumbling, Smith put down his right hand to keep his balance and rumbled for an 11-yard gain.

	Emmitt Smith stretches out for the record-breaking yardage against Seattle.

And the NFL career rushing record.

With that fourth-quarter run Sunday, the Dallas Cowboys running back reached 16,728 yards, passing the late Walter Payton to become No. 1 on the all-time list and accomplishing a goal he'd set before his rookie season.

"Once I broke the line of scrimmage, I knew that had to be the one,'' Smith said.

He capped the drive with a game-tying 1-yard touchdown run, then stood grim-faced minutes later when Seattle's Rian Lindell kicked a 20-yard field goal with 25 seconds left to give the Seahawks a 17-14 victory.

While the loss put a damper on the day, it couldn't overshadow what Smith had done -- in the game and over his prolific career.

Smith finished with 109 yards on 24 carries, both season highs. He had six runs of at least 10 yards -- with a long of 14 -- and extended his NFL record for rushing touchdowns to 150.

Midway through his 13th season, Smith has 16,743 career yards. Payton finished his 13-year career in 1987 with 16,726. Smith broke Payton's record for career carries earlier this season and topped his yardage record in his 193rd game; Payton played 190.

"Today is a special day for me, my family and the Payton family,'' the 33-year-old Smith said during a postgame ceremony on the field. "Because without Payton doing what he did in the National Football League and representing all he represented, he wouldn't have given a young man like myself a dream, something to shoot after and a person to look up to and try to emulate in every way possible.''

Payton's mother and brother watched Sunday from a box at Texas Stadium. Smith had about 30 relatives on the sideline and he sought out his mother and wife for hugs and kisses during a five-minute stoppage following the record run.

Payton, who played his entire career for the Chicago Bears and earned the nickname "Sweetness'' for his beautiful playing style, died in November 1999 from cancer. He was 45.

Emmitt's Milestones

1 -- Sept. 9, 1990, vs. San Diego (first game) 100 -- Sept. 30, 1990, at New York Giants (fourth game) 1,000 -- Sept. 1, 1991, at Cleveland (17th game) 2,500 -- Dec. 22, 1991, vs. Atlanta (32nd game)-a 5,000 -- Nov. 25, 1993, vs. Miami (57th game)-b 7,500 -- Sept. 17, 1995, at Minnesota (80th game) 10,000 -- Nov. 28, 1996, vs. Washington (106th game)-c 11,353 -- Sept. 6, 1998, vs. Arizona (125th game)-d 12,037 -- Nov. 8, 1998, vs. New York Giants (133rd game)-e 13,260 -- Nov. 11, 1999, at Minnesota (148th game)-f 15,000 -- Dec. 10, 2000, vs. Washington (168th game)-g 15,270 -- Sept. 23, 2001, vs. San Diego (172nd game)-h 16,743 -- Oct. 27, 2002, vs. Seattle (193rd game)-i a-Final carry of second season. b-Snowy Thanksgiving loss remembered for Leon Lett's gaffe following Dolphins' missed field goal. c-Smith had season-high 155 yards in Thanksgiving game, becoming 12th player to 10,000 on same day passed Jim Brown for third on all-time rushing TD list. d-Passed O.J. Simpson (11,236) and John Riggins (11,353) to go from 11th to ninth on career list. e-Became Dallas Cowboys career rushing leader, passing Tony Dorsett (12,036) on a 32-yard TD run as part of a 163-yard game, best in three years. Hasn't topped it since. f-Passed Eric Dickerson (13,259) for No. 3 on career list on a 63-yard TD run. g-Had season-best 150 yards and went over 1,000 yards for record-tying 10th season. h-Passed Barry Sanders (15,269) for No. 2 on career list on a 14-yard run. i-Passed Walter Payton (16,726) to become all-time rushing leader. -- The Associated Press

Payton once said he wanted "to set the record so high that the next person who tries for it, it's going to bust their heart.'' Smith has displayed so much heart that Payton's widow, Connie, said he would've been happy to see No. 22 take the title.

"I am so proud of you, Emmitt,'' Connie Payton said in a videotaped message. "Your hard work and determination, your being true to the game, are a part of your success. I feel we're truly blessed having you as a friend and part of our life.''

Payton and Smith became friends in the late 1990s, and this summer the Payton Foundation honored Smith with the second Spirit of Sweetness Award. Smith and Jarrett Payton, the late star's son, have developed a tight relationship that Payton urged in his dying days.

During the postgame ceremony, dry smoke rose around a giant, inflated helmet, then Smith ran out in full uniform, wearing a white cap that had "16,727'' swirled along the side. He went through the end zone, then to the stands to slap hands with fans as he made his way to a star-shaped platform at midfield.

"There's only one NFL rushing champion, and there's only one Emmitt Smith,'' Cowboys owner Jerry Jones said, then presented Smith with a silver football.

Smith started to speak, then stopped. He exhaled and smiled, collected his thoughts, then made an eloquent speech filled with thank-yous and memories, such as walking into Texas Stadium the day he was drafted and dreaming of being in the Ring of Honor.

"I hope everyone has a chance to enjoy this moment like me,'' said Smith, who will certainly be in the Ring one day after leading Dallas to three Super Bowl championship teams during the 1990s and winning four rushing titles.

Smith tipped his cap after he spoke, then squeezed his eyes when a banner unfurled from the rafters that reads: "All-Time Leading Rusher ... 22 ... Emmitt Smith.''

This was Smith's best chance to break the record at home, since Dallas' next two games are on the road. With Seattle having the league's worst run defense, he knew the time was now.

Smith has a long history of producing when he's close to a milestone, and coach Dave Campo, who's been in Dallas as long as Smith, saw that famous focus return this week.

He ran 15 yards on the Cowboys' first three plays and had 55 yards after one quarter. He was stuck there at halftime after a forgettable second period that included his first lost fumble since last November and two carries for losses.

Smith ran five times for 25 yards on a third-quarter drive that ended with Dallas' first touchdown, then Seattle answered to go up 14-7.

The Cowboys got the ball back at their 27, and with Smith just 13 yards away, everyone knew he was getting the ball. Flashbulbs popped throughout the stadium as he took a handoff and went 3 yards.

On second-and-7, Smith took the ball from rookie Chad Hutchinson and ran through a hole opened by Flozell Adams and Jeremy McKinney, who was out of work until 10 days ago. It's wasn't exactly the Pro Bowl-caliber combination that Smith followed for most of his yards.

Smith changed jerseys and shoes every quarter; under them all he wore a white T-shirt commemorating the 16,727th yard. He's promised to give a jersey or helmet from this game to the Pro Football Hall of Fame.

Smith has constantly overcome those who said he was too small and too slow to make it. He's not as flashy as Barry Sanders or Gale Sayers, as bruising as Earl Campbell or Jim Brown. But the league might never have had a better big-game player, especially around the goal line.

"I was counted out many times in my 13 years here ,and I'm probably still counted out,'' Smith said. "But I believe truly in my own ability. I believe my talent stacks up with the next man.

"I'm very confident I'm one of the best to ever play the game, but once you talk about the greatest, how can you define greatest?''

According to the numbers, Smith is the man.