Adelaide - Spain's Juan Jose Lobato Del Valle swooped in the last 50 metres to win the second stage of the Tour Down Under in the South Australian town of Stirling on Wednesday.
Lobato Del Valle came from 10th place in the closing stages to fly past South African Daryl Impey (Orica GreenEdge) at the end of the long uphill finish and win in 3hr 42min 24sec.
His Movistar team-mate Gorka Izaguirre Insausti was third, just ahead of Dutchman Tom Dumoulin (Giant-Alpecin).
"It was a very difficult finish for me but I managed to come through towards the end, and it's a good win for the team," Lobato Dell Valle said.
"We always come to this race with a great team, we like to ride well here and it's important for us to do well in the Tour Down Under."
Australia's Jack Bobridge rode in with the peloton to maintain his hold on the ochre leader's jersey after a day's racing in perfect conditions on the testing course around the Adelaide Hills.
From the inner-city Adelaide start the race stayed together until Cameron Meyer (Orica GreenEDGE) and Thomas De Gendt (Lotto Soudal) broke clear after 18 kilometres.
They were soon joined by Campbell Flakemore (BMC), with the trio opening a lead of almost four minutes by the 62km mark.
But unlike Tuesday when the peloton mistimed the chase and let the breakaway stay clear until the finish, this time the main teams were taking no chances.
The chase was organised by IAM and Team Sky and steadily reeled in the leaders, catching them at the end of the second of two 20km laps around the countryside surrounding Stirling.
Calvin Watson (Trek Factory Racing) and Danilo Wyss (BMC) broke clear at the start of the last lap and stayed away for 10 kilometres, but they were caught at the bottom of the long uphill finishing stretch into Stirling.
IAM tried to set the race up for sprinter Heinrich Hessler, but most of the running was taken up by Garmin-Cannondale for Nathan Haas.
With an average speed of 43.5km/h over the last climb into Stirling, the peloton was soon broken apart, but main general classification contenders Cadel Evans and Richie Porte managed to hang on.
Haas launched his bid for glory 400 metres out, but he was caught by Impey, who looked certain to take the win until Lobato Del Valle's late surge.
Bobridge, 25, who now leads the Spaniard by three seconds overall, will attempt to break the world one-hour record next week, but conceded that was now under a cloud.
"I came here to look after the young guys (on the UniSA team) for general classification, so this has thrown a spanner in the works," he said.
"Now I'm in the (ochre) jersey I have to defend it as much as possible and worry about the one-hour record next week."
Thursday's 143.2km third stage starts at Norwood and features a mountain top finish at Paracombe.Results after the 150.5-kilometre second stage of the Tour Down Under from Unley to Stirling on Wednesday:
1. Juan Jose Lobato Del Valle (ESP - Movistar) 3hr 42min 24sec
2. Daryl Impey (RSA - Orica GreenEDGE) same time
3. Gorka Izaguirre Insausti (ESP - Movistar) s.t
4. Tom Dumoulin (NED - Giant - Alpecin) s.t.
5. Cadel Evans (AUS - BMC) s.t.
6. Luis Leon Sanchez Gil (ESP - Astana) s.t
7. Richie Porte (AUS - Sky) s.t
8. Niccolo Bonifazio (ITA - Lampre-Merida) s.t.
9. Nathan Haas (AUS - Cannondale-Garmin) s.t.
10. Samuel Dumoulin (FRA - AG2R La Mondial) s.t.
15. Geraint Thomas (GBR - Sky) s.t.
20. Jack Bobridge (AUS - UniSa) s.t.
129. Marcel Kittell (GER - Giant-Alpecin) at 13min 43sec
1. Jack Bobridge (AUS - UniSa) 6hr 41min 55sec
2. Juan Jose Lobato Del Valle (ESP - Movistar) at 3 seconds
3. Lieuwe Westra (NED - Astana) +4
4. Daryl Impey (RSA - Orica GreenEDGE) +7
5. Gorka Izaguirre Insausti (ESP - Movistar) +9
6. Niccolo Bonifazio (ITA - Lampre-Merida) +13
7. Gianni Meersman (BEL - Etixx-Quick Step) s.t.
8. Samuel Dumoulin (FRA - AG2R La Mondial) s.t.
9.Nathan Haas (AUS - Cannondale-Garmin) s.t
10. Cadel Evans (AUS - BMC) s.t.
12. Juan Jose Lobato Del Valle (ESP - Movistar) s.t.
14. Richie Porte (AUS - Sky) s.t
16. Geraint Thomas (GBR - Sky) s.t
118. Marcel Kittell (GER - Giant-Alpecin) 13min 56sec
King of the Mountains
1. Thomas De Gendt (BEL - Lotto Soudal) 10 points
2. Campbell Flakemore (AUS - BMC) 6 pts
3. Cameron Meyer (AUS - Orica GreenEDGE) 4pts
1. Juan Jose Lobato Del Valle (ESP - Movistar) 24 points
2. Jack Bobridge (AUS - UniSa) 20 pts
3. Daryl Impey (RSA - Orica GreenEDGE) 20 pts