Melbourne - Michelle Payne became the first female jockey to win Australia's 154-year-old Melbourne Cup when she rode 100-1 outsider Prince of Penzance to victory at Flemington on Tuesday.
In a driving finish, Prince of Penzance powered home to hold off Ireland's Max Dynamite with Criterion third for a shock win ahead of a star-studded field.
"Unbelievable, it's like a dream come true. This horse is awesome," Payne said moments after her historic win.
Payne and the locally trained Prince of Penzance upstaged an 11-strong international contingent trained by some of the greatest names in world racing.
The six-year-old gelding came into Australia's biggest race without fanfare despite winning one of the lead-up races, the Moonee Valley Gold Cup, over a week ago.
Payne said she knew Prince of Penzance, only the fourth horse to win the race as a 100-1 long shot, was going to challenge as they headed towards the home turn.
"From the 1 000 (metres) everything just opened up," she said. "I got onto the back of Trip To Paris, he took me into the race.
"I was actually clipping his heels, I was going that good but I didn't want to check him and then he just got into the straight and burst clear and it was unreal."