The Baltimore Colts finished the 1964 regular season with a record of 12–2 and handily won the Western Conference for the first time since 1959, clinching the title with three games remaining;[5] the runner-up Green Bay Packers were at 8–5–1.

The Colts were led by second-year head coach Don Shula and quarterback Johnny Unitas.

This was the Colts' third NFL championship game appearance since joining the National Football League in 1953, seeking to win their first since repeating in 1959.

The Cleveland Browns finished the regular season with a record of 10–3–1,[6] winning the Eastern Conference by a half game over the St. Louis Cardinals at 9–3–2.

Ticket prices for the championship game were six, eight, and ten dollars,[8] and the Colts were seven-point favorites on the road.

[9][10] The first half went scoreless, as both teams struggled to move the ball with a light snow and driving wind hampering their efforts.

The Colts attempted a 27-yard field goal by Lou Michaels, but holder Bobby Boyd had to reach for the snap from center and was hauled down behind the line of scrimmage.

However, from the Brown 46 he threw slightly behind tight end John Mackey, who could only deflect the pass; it was intercepted by Vince Costello.

With the wind at his back, Browns' kicker Lou Groza booted the second half kickoff well beyond the end zone.

Ryan dropped back and fired a pass between the goalposts to the leaping Gary Collins for the game's first touchdown and a 10–0 lead.

[3] As the fourth quarter wound down and with the Browns on the move again, the game was halted with 27 seconds remaining, as thousands of fans surged onto the field.