GLENDALE, Ariz. -- Early last week, Vinny Testaverde turned down a job offer from Arizona, then accepted one from Carolina.

The Panthers are glad he signed with them -- and do the Cardinals ever regret his decision.

The 43-year-old Testaverde hit Steve Smith for a 65-yard touchdown pass to lead Carolina past the Cardinals 25-10 on Sunday.

Arizona had to press Tim Rattay into service after losing starter Kurt Warner to a sprained left elbow in the first quarter, and Rattay threw three interceptions.

DeAngelo Williams ran for 121 yards and a touchdown for the Panthers (4-2), who are 4-0 on the road this year. John Kasay kicked four field goals for Carolina.

Testaverde became the oldest starting quarterback to win a game in NFL history, and the third-oldest to start one. His touchdown pass gives him at least one in 21 straight seasons, extending his own NFL record.

The Cardinals contacted Testaverde last week after learning starter Matt Leinart would miss the rest of the season with a broken collarbone. The plan was for Testaverde to back up Warner.

Testaverde said he was "on my way" to Arizona before talking to his family and deciding the desert was too far away.

"I just couldn't do it," Testaverde said. "At this point in my career, I didn't want to go without seeing my family for as long as I thought I would be away from them. And that was really the reason why I did not come to the Cardinals."

A week ago, Testaverde and his family spent Sunday afternoon in their New York-area home, watching the New York Jets and New York Giants on television. Testaverde spent this Sunday carving up the Cardinals.

He completed 20 of 33 passes for 206 yards and a touchdown, and he did not throw an interception.

The Cardinals (3-3) could have used Testaverde when Warner, making his first start of the season, was knocked out in the first quarter with a sprained left elbow. The injury occurred on a sack by Julius Peppers, who forced a fumble on the play.

With Warner out, Arizona had to turn to Rattay, whom it signed after Testaverde snubbed them. Rattay makes his home in the Phoenix area.

Rattay was 12-of-24 for 159 yards with three interceptions.

"Being the No. 2, I thought that there was a chance I might get to play some," Rattay said.

Arizona coach Ken Whisenhunt said the Cardinals had to drastically scale back their playbook when Rattay took over.

"Obviously, Tim wasn't comfortable with things, so we had to change our plans," Whisenhunt said. "That's what happens in this league."

Warner said he didn't know if he would be available when the Cardinals visit Washington next week.

Unlike the Cardinals, the Panthers appear to be set at quarterback for now.

They called Testaverde because starter Jake Delhomme is out for the season with an elbow injury, and because backup David Carr has a sore back.

Testaverde arrived in Charlotte about 10 minutes before practice on Wednesday, introduced himself to his new teammates and began learning the offense.

"Our guys rallied around him," Carolina coach John Fox said. "I think they saw some of the things he's capable of during the week in practice."

At 43 years and 335 days old, Testaverde is the third-oldest quarterback to start a regular season game in NFL history. Steve DeBerg started at 44 years, 279 days old on Oct. 25, 1998, and Warren Moon was 44 years, 8 days old when he started on Nov. 26, 2000.

Testaverde didn't learn he was starting until Saturday night, when Fox took him aside at the team's hotel.

"We were at the snack after meetings, and he told me he felt good about it, and I told him I felt good about it, too," Testaverde said. "Just dial 'em up and we'll go out there and throw it around."

That's pretty much what Testaverde did, although in the early going the Panthers stuck to short passes to allow Testaverde to find his rhythm.

Testaverde flashed some of his old style on the play that put the Panthers ahead to stay.

The Panthers trailed 10-9 midway through the fourth quarter when Testaverde saw Smith ran past Cardinals cornerback Rod Hood, who pulled up along the right sideline.

"When I threw the ball, I saw the defender stop and all I could think was, 'I just overthrew Steve for a touchdown,' " Testaverde said. "But he caught it and ran, and I was looking at his feet to make sure he didn't go out of bounds."

Testaverde ran downfield to congratulate Smith, who told him, "I told you you couldn't overthrow me."

"So I believe him now," Testaverde said.

Notes: Arizona's Edgerrin James carried 22 times for 80 yards, including a 23-yard touchdown. It was James' longest touchdown run since he went 34 yards for a score on Sept. 19, 2004, for Indianapolis at Tennessee.

Copyright 2007 by The Associated Press