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CHARLOTTE -- Jon Beason didn't mince words Saturday night after watching his Carolina teammates bounce off ball carriers, allow two long touchdown drives and add to growing fears that the banged-up Panthers defense isn't ready for the regular season.

"On the sideline you get that coaches' point of view. The tackling was horrible," said Beason, the team's leading tackler the past two seasons who had to watch the 17-13 exhibition loss to Baltimore because of a sprained knee.

"I think we've got to do a better job in our man-to-man coverage. I think we were good against the run, which we hadn't been the first two games. But we're still not where we need to be."

That attitude was prevalent all over the Panthers' spacious locker room after they fell to 0-3 in the preseason.

Known as a run-first team, the Ravens passed at will. Joe Flacco completed 23 of 28 passes for 247 yards and led touchdown drives of 80 and 90 yards. High-priced defensive end Julius Peppers pressured him only once. And when Flacco was flushed out of the pocket he simply dumped short passes to open running backs.

Receivers were given room to run their routes, and then often weren't brought down until the second or third try. Cornerback Chris Gamble, fresh off receiving a $54.5 million contract extension late last season, led Carolina's missed tackle parade.

"It's disappointing for us to come out and play like this three weeks in a row," safety Chris Harris said. "The biggest thing is not tackling well. We need to tackle a lot better if we want to be a good defense."

The Panthers entered training camp with 10 returning defensive starters and a new coordinator intent on emphasizing the speed and quickness on the roster. But run-stuffing defensive tackle Maake Kemoeatu ruptured his Achilles' tendon not 30 minutes into the first practice, and it's only gotten worse for Ron Meeks.

Beason, Carolina's middle linebacker and team leader, sprained the medial collateral ligament in his left knee in the second preseason game against Miami and is questionable for the season opener Sept. 13 against Philadelphia.

Outside linebacker Thomas Davis is recovering from his own sprained MCL and missed his third straight game Saturday. Free safety Charles Godfrey hopes to be ready for Week 1 despite a broken hand.

Baltimore 0 14 3 0 -- 17

Carolina 3 0 0 10 -- 13

Car--FG Kasay 38.

Bal--Heap 9 pass from Flacco (Hauschka kick).

Bal--McGahee 1 run (Hauschka kick).

Bal--FG Hauschka 38.

Car--Birmingham 1 run (Kasay kick).

Car--FG Kasay 50.

A--71,045.

Baltimore Carolina

First downs 26 12

Total Net Yards 421 281

Rushes-yards 28-118 20-78

Passing 303 203

Punt Returns 2-27 0-0

Kickoff Returns 2-56 4-77

Interceptions Ret. 0-0 1-0

Comp-Att-Int 31-39-1 13-20-0

Sacked-Yards Lost 1-4 2-17

Punts 2-50.5 4-48.0

Fumbles-Lost 0-0 0-0

Penalties-Yards 7-45 9-70

Time of Possession 35:09 24:51

INDIVIDUAL STATISTICS

RUSHING--Baltimore, Parmele 4-68, Rice 10-32, McGahee 6-16, L.McClain 2-3, Lawrence 2-2, Flacco 1-2, Beck 3-(minus 5). Carolina, Goodson 11-52, Birmingham 8-27, Delhomme 1-(minus 1).

PASSING--Baltimore, Flacco 23-28-0-247, T.Smith 7-10-1-57, Beck 1-1-0-3. Carolina, Delhomme 11-16-0-180, McCown 2-4-0-40.

RECEIVING--Baltimore, Rice 8-67, Mason 6-71, Williams 4-43, Heap 4-35, K.Washington 3-66, McGahee 3-8, Harper 1-13, Parmele 1-3, L.McClain 1-1. Carolina, K.Moore 3-40, Goodson 3-26, Muhammad 2-51, S.Smith 2-37, King 1-31, Rosario 1-25, Jarrett 1-10.

MISSED FIELD GOALS--Baltimore, Hauschka 27