Will Davison led from lights to flag to claim race two victory in a heated encounter at Winton Raceway, but it was a charging Mark Winterbottom who stole the limelight with his rise from 21st to second.

The #5 Orrcon Steel/Ford Credit Falcon passed eight cars on lap one and then stayed out a long time until its mandatory pit-stop, with 'Frosty' consistently lapping around half a second faster than championship rivals Garth Tander and Jamie Whincup, who started third and first respectively. The plan saw him emerge from the pits on lap 27 ahead of both, with only Davison in front of him.

"The team kept saying on the radio that I was close to winning the race," said Winterbottom, who extended his lead at the top of the championship standings as a result of his performance, "We just kept pushing and trying to make up as much time as we could. I was racing the clock for the entire 40 laps and sometimes a race like that is more rewarding than a victory."

Winterbottom's heroics, prompted by the puncture which dropped him down the order in race one, took attention away from Davison's second career race win, which came when he led from start to finish in a cool and calculated performance.

"It's very different from the last win," the Jim Beam driver said, "The last one was a little unexpected, but this time I can come out of my skin and enjoy it a little more. The best part is that we've come here with no expectations and nailed it."

As often happens in the middle race, there was carnage at the start. Steven Richards appeared to tag namesake Jason going into turn two, spinning his Kiwi colleague into no man's land. That left race one surprise Michael Caruso with nowhere to go, and he ploughed into Jason, while Russell Ingall and Mark Skaife also got caught up in the melee and had their races ended on the spot.

Jason Richards waited trackside for the field to come past before giving his namesake a one-fingered salute to let him know what he thought of the incident.

"We didn't want that obviously," the Tasman driver, who had finished fourth in race one, said, "He's driven into my back right wheel and I had nowhere to go. Racing room was a big factor."

Ingall, too, was far from impressed by the standards set.

"He and Jason were having a head-butting session," the veteran said of the incident, "Unfortunately, for whatever reason, Steven decided to turn right and it tore the whole front end of my car clean off."

Richards' rear axle finally broke on lap 27 whilst he was running fourth, but FPR changed the damaged part in the pit-lane, getting the #6 Castrol Falcon back out in time to complete the 30 laps required to register a finish and score points.

"When it broke, it was like trying to drive 600 horsepower through one wheel," said 'Richo', "When you got off the accelerator, the car turned right, and on, it turned left. We're just going to have to be clever on strategy for the next race."

The chaos allowed those who avoided it to grab better results than maybe they were hoping for, and obviously aided Winterbottom's passage to some extent. While the FPR ace was claiming second behind Davison, however, Tander headed Vodafone pair Whincup and Craig Lowndes in fourth and fifth, with Rick Kelly, Lee Holdsworth, Jason Bright, James Courtney and Paul Dumbrell rounded out an unlikely top ten.

Garry Rogers Motorsport driver Holdsworth had had to come from 18th on the grid to claim his second top ten finish of the weekend, after a penalty in the wake of Saturday's opener - for contact with Rick Kelly - dropped him twelve places down the order.

"They said that, after looking at the in-car footage, they thought that I should get a stop-go penalty," an unhappy Holdsworth said of his meeting with the stewards, "We didn't agree with that because it was a fair passing manoeuvre but, even though we're appealing it, they're still penalising us for it today and I think that's ridiculous. They should sort it out after the meeting when you have got an appeal like this. They're trying to promote racing out there, but they won't allow it."