Max Biaggi took a magnificent second Grand Prix victory of the year today at Sepang, as the Roman Emperor out-rode the RCV's of Rossi, Barros and Ukawa - who almost needed to swap insurance details after their epic battle.

Yesterday, World Champion Valentino Rossi was left in just eighth place after a thrilling final qualifying session that saw Alex Barros take a last gasp pole, for the fourth time in his GP career and for the first time since the British GP in 2000, ahead of Max Biaggi - taking his tenth front row start of 2002, but hoping not to repeat his early race exit last year.

Top two stroke - and starting on the outside of the front row was Loris Capirossi, whose best time was the fastest ever lap of the Sepang circuit by a two-stroke machine, a massive 0.852 seconds under his pole lap from last year. Meanwhile, next quickest two-stroke, in seventh was Jeremy McWilliam's - who managed to punch out a lap 3.377seconds faster than the best by the Proton KR3 last year.

As the red lights went out at the unbelievably hot and humid Sepang circuit, it was Barros who launched away from the line best, and led Biaggi, Kato, Ukawa, Checa and Rossi around turn one, while McWilliams made a complete mess of the start to drop back to 18th, with M1 new boy Shinya Nakano surging up to an excellent 8th with his team-mate Olivier Jacque 11th.

In the early stages, Barros and Biaggi were soon breaking away from the field and held a 1secs gap over third placed Kato, with Rossi now pressuring the Gresini rider. However, the Repsol riders handling problems he's suffered since Motegi one week ago definitely hadn't disappeared overnight (as he'd hoped) and the Italian was have obvious trouble under braking.

In more serious trouble was Jacque, who's M1 debut came to a premature end on lap 3 when he fell from his Gauloises sponsored Yamaha and had to helped from the 'sand pit' after injuring his foot.

With one third race distance gone Barros and Biaggi looked to have broken the chasing pack and held a 2secs gap over the Rossi, who had problems of his own with a particularly stubborn Tohru Ukawa who refused to be shaken.

The Brazilian pace setter began to really put the hammer down as id race approached - and dropped Biaggi by 0.8secs in one lap - while Rossi was now almost on the Roman Emperor's rear. Further back, fifth placed Kato was quickly losing ground to nearest rival Ukawa, while Man-on-the-move was McWilliams, producing another gutsy recovery to hold 12th.

Lap 11 and the normally unflappable Barros made an uncharacteristic error, allowing Biaggi the chance to bravely out brake the #4 rider bravely into the turn one chicane, with Rossi and Ukawa now next in line to pounce.

Within 1 lap the top four (Biaggi, Barros, Rossi and Ukawa) were nose-to-tail and it was still anyone's race. Lone Yamaha man Biaggi looked to have the match of the RCV's going down the two long straights and - barring tyre problems - it looked as though it would be the rider would decided this one.

Over the following laps, Biaggi - perhaps surprisingly - began to drop the all-conquering Honda's, led by Barros, who was now falling in to the clutches of Rossi... It would end in near disaster as the two swapped paint - and almost insurance details - as Rossi plunged up the inside into the final hairpin, but his braking problems struck again and he couldn't slow in time...

The Italian squeezed between Barros and the grass, but collected the Brazilian and pushed them both wide, allowing Ukawa through and Biaggi a 1.1secs lead, but they stayed on two wheels.

The angry Barros then tried to retake Rossi at the first turn, but this time he braked far too late and allowed the reigning World Champion to cut back inside. Rossi then regained his composure and set about catching Ukawa - by lap 16 he was in a position to put a move on his team-mate, but only pulled it off on the second attempt after out braking himself - again - and running wide.

The two Repsol riders then continued to duel for second allowing Biaggi to edge even further ahead, while Barros looked decidedly subdued in fourth. Ukawa continued to have his best race for a long time and fought back against the ragged Rossi, but after retaking the runner-up position found he couldn't close Biaggi's 2.1secs lead.

'Max' looked to have the win in his pocket providing he didn't make a mistake in the remaining 4 laps.

By contrast, second, third and fourth still had nothing between them and heading in to the penultimate lap Rossi, now ahead, was struggling to shake off his fellow HRC machines - but then a mistake by Ukawa, when he lost the front at high speed and had to back off (allowing Barros in to third) to save it, which gave Rossi the breathing room he needed.

The yellow liveried Italian then knocked out super-fast sector times to halve Biaggi's 2secs lead heading on to the final lap - could he do it...?

Biaggi certainly wasn't going to give up the second ever win for the 4 cylinder M1 and Rossi's desperate sideways slides eventually caught him out and he was forced to roll off the throttle.

The Red and white rider then took a long, lazy glance behind heading on to the penultimate straight, to be greeted by the sight of clear air between him and the #46 Honda, which ensured him of victory by 0.5secs over the visibly frustrated Rossi at the flag, with Barros claiming third ahead of Ukawa.

Daijiro Kato then took a lonely fifth ahead of the relieved Nakano, who pulled out a strong finish from what had looked like being a difficult M1 debut, while last of the finishers was Andrew Pitt's Kawasaki, the Aussie taking the flag on his MotoGP debut.

Biaggi spent the long slowing down lap standing upright over his Marlboro machine and holding an Italian flag, in both hands, triumphantly above his head. Countryman and arch rival Rossi didn't look anywhere near as pleased - and made it graphically clear to his team that the bike wasn't handling as he wanted when he returned to parc ferme.

Also uncharacteristically unhappy was Alex Barros, the usually mild mannered Brazilian presumably angry with Rossi for (unintentionally) running them both wide.

Full race reaction and results to follow...

1. Biaggi
2. Rossi
3. Barros
4. Ukawa
5. Kato
6. Nakano
7. Checa
8. Roberts