STEVE DOWNIE saw the writing on the wall. Entering training camp, Downie had a feeling he might not make it through training camp with the Avalanche.

"You look at Colorado, with how many young players they've got there and a lot of money invested in them, I might be moved just because of my contract situation," Downie said.

To be packing 11 games into the season, especially when your team is 10-1 and you're a member of the first line, is still a surprise.

But when Avalanche head coach Patrick Roy told Downie he would be heading back to Philadelphia, any lingering shock turned to excitement.

"This is where it all started for me," Downie said. "This is where the NHL became a reality for me."

Nearly 5 years to the day (Nov. 7, 2008) he was traded, Downie is back. The Flyers reacquired Downie yesterday from Colorado in exchange for forward Max Talbot. It was a straight-up swap in which the Flyers brought back a more talented scorer in place of a older grind-line player.

Downie, 26, is the 11th player reacquired by Flyers general manager Paul Holmgren since he assumed his GM post in 2006. Downie was drafted by the Flyers in the first round (29th overall) in 2005 and played 38 games for the team before being dealt to Tampa Bay for Matt Carle in 2008.

Downie was expected to arrive in Philly last night. He will resume his Flyers career tonight vs. Washington. Talbot did not immediately respond to a request for comment left on his cell phone yesterday by the Daily News.

"We needed something to stir the pot," Holmgren said. "Steve is a good player, a better player than maybe people give him credit for. He's good with the puck, strong with the puck. He's a very hungry player. It's not like we wanted to get rid of him - we traded him for Matt Carle. He's blossomed into a pretty good player."

Reports indicated the Avalanche had no plans in re-signing Downie after this season. He is a pending unrestricted free agent with a $2.6 million salary-cap hit. The deal does not appear to be part of a larger shift in the works, though Holmgren said the Flyers will "continue to look around." Sources said many teams had inquired about Talbot over the past year, but the Flyers and Avalanche had spoken multiple times about this deal before pulling the trigger yesterday.

Downie played in a top-line role with the Avalanche this season. Talbot, 29, is going to the league's top penalty killing team that was looking for more depth. Downie has played 230 fewer games than Talbot but he has scored just 21 fewer goals than Talbot.

"I think the risk-reward for the Flyers in this trade is huge," said Rick Tocchet, the former Flyer who coached Downie in Tampa Bay. "His upside is still big. Max Talbot is a good player, but he's not going to score goals. Steve has a lot of passion for the game. He was probably a little immature. He's had some issues, ran into some trouble in his career, but he can be a great player with the right coach."

From 2009 through 2012, only three players in the NHL scored 40 or more goals to go along with 400 penalty minutes: Downie, Scott Hartnell and Buffalo's Steve Ott. For sure, Downie has a checkered past.

He was suspended for 20 games for a preseason hit while a member of the Flyers. Two years later, he was suspended another 20 games in the AHL for slashing an official in the leg. He also has had his fair share of questionable hits from playing with such emotion.

"I think he's probably matured exponentially in that regard," Holmgren said. "But he still plays the game hard - he's probably going to take the odd penalty because he plays the game hard. I think that's a good thing. I think he'll add a lot to our team. He's more of a playmaker than a scorer. He's a good, all-around player."

Downie says he has grown up since leaving town.

"I had a couple suspensions," Downie admitted. "Now I've been in the league seven seasons, I've learned the game. I play the game hard. I like to play a physical game. I know how to pick my spots now."

That's something sure to be enforced by Craig Berube, who coached Downie on the Phantoms the only other time he was a head coach.

"I think Craig Berube will be the perfect coach for him," Tocchet said. "He needs someone who is going to communicate with him, talk to him every day. He has to be in control; his anger cost him a lot in the past. Steve needs someone he respects and he can look up to."

Downie has been a capable scorer with the right linemates. He played with Vinny Lecavalier and Alex Tanguay for most of 2009-10 and posted a career-high 22 goals and 24 assists. He also showed chemistry with Steven Stamkos. In Colorado, he played just 33 games, missing the final 46 games of last season with a torn ACL.

Skating with Giroux and Lecavalier, Downie may have that opportunity - if he can stay out of the box.

"I was a lot younger then," Downie said. "I think I've grown as a player and a person. I'm excited to show Philly how much I've changed."