Kenseth managed to get a better stop than Gordon and took over to lead for 16 laps until Gordon then got back around him to resume control of proceedings on lap 266. He stayed in front until the fourth caution on lap 297 which saw David Reutimann get encouraged into a spin by a push from David Stremme, with Denny Hamlin and Paul Menard running into each other as they tried to avoid the wreck. They were able to continue after a visit to pit road, but Reutimann was headed to the garage area for a 70 lap service. It was at least good news for Mark Martin who got the free pass back onto the lead lap.
Matt Kenseth once again had the better pit stop and led the field to green ahead of Jamie McMurray who had come out of seemingly nowhere to challenge for the lead: Jeff Gordon wasn't having that, and on lap 326 he put both of them in their place and took back the lead for himself, checking out by a second while McMurray, Kenseth, Johnson and Keselowski played around for the runner-up spot. Johnson found the competition too hot to handle and fell back, coming under pressure from Joey Logano for fifth position.
The track went yellow again on lap 360: Mark Martin, having previously received the lucky dog, now got the decidedly unlucky hard hit into the wall after he moved up the track and made contact with Brian Vickers who just happened to already be be there at the time. It was a hard hit and the #5 was seriously crumpled after slamming into the wall as a result.
At the restart, Matt Kenseth once again popped to the front with Jeff Gordon, Jimmie Johnson, Brad Keselowski and Jamie McMurray running behind him; and sure enough, two laps into the green flag and Gordon once again took over at the top through turn 3 and would stay there for another 45 laps - pulling out a 2s lead in the process while the chasing pack led by Brad Keselowski stumbled in traffic. In all, Gordon had led 209 laps during the race up to that point, compared with 110 for Kenseth and 76 for the now-faded Johnson. Keselowski, while never out of the top five all evening, had led only 9 laps during assorted pit stop sequences and seemed to be lacking that critical edge to have an answer for Gordon or Kenseth.
None of the leaders were feeling comfortable about fuel - 140 laps is just too far to run especially without a caution to help stretch the gas consumption - but any tentative plans to go to extreme conservation mode were thrown out on lap 413 by the sixth the final caution of the evening.
It was the result of Kyle Busch. Running ninth at the time and focussed on battling Martin Truex Jr., he fell over the lapped traffic of Terry Labonte and clipped the wall in turn 3, which resulted in the #18 shedding some debris onto the track. Ironically, Bobby Labonte was the recipient of the free pass and popped back onto the lead lap, while David Ragan, Brian Vickers and Kevin Harvick all got back onto the lead lap by virtue of the wave around. Kyle was able to stay on the lead lap but had dropped to 17th place for the restart, and the accident had clearly taken the edge of the car's handling and for once at Bristol Kyle wasn't going to be a significant factor in the final laps of the race and would finish in 14th. His brother Kurt fared no better, however, finishing in 17th after twice getting slapped with pit lane speeding penalties on laps 107 and 308.
That gave the leaders a chance to make a welcome final visit to pit road, and Martin Truex Jr.'s crew chief called a two tyre strategy that put him back out on the track ahead of Brad Keselowski, Ryan Newman, Matt Kenseth and Jeff Gordon around to the green flag on lap 420, 80 laps to go.
Keselowski sense that this was his moment - now or never. He aced the restart on lap 420 and used his four new tyres to pass Truex Jr. on just the two. Behind him, everyone got held up fighting everyone else and no one was giving chase to the #2 which was slowly and carefully pulling away from them.
It looked like Gordon would be the biggest threat - he was distracted by a surge from Jimmie Johnson at the restart, then bumped into Kenseth several times in order to claim third place and go after Truex Jr. for the second spot. But two tyre strategy or no, Truex would not be moved and was able to thwart all Gordon's advances for the remaining laps despite multiple side-by-side runs. A the laps ticked down the the chequered flag came out, Gordon had to settle for third place while Truex held on to second, his best finish in four years.
"It was back in '07, the last time I run second or won, you know?" said Truex afterwards. "It's a helluva good feeling when you can see the leader at the end of one of these things. You know you're in the ballpark and you got something for 'em."