Johnson grabbed the lead for the first time on lap 430, when he beat Hamlin off of pit road during a caution for an incident involving Jeremy Mayfield. He held the top spot until a restart on lap 456, when Hamlin passed him after the green flag waved.

Hamlin held off Johnson for two more restarts, but the three-time defending Sprint Cup Series champion drove underneath Hamlin and moved him up the track while making the winning pass.

"Laps were winding down and it was time to go." Johnson said. "I just patiently worked away at (Hamlin) and got in an area where I could try to out brake him and get into position in turn three. I got in there alongside of him, and he kept coming down to go to the inside line. We made some contact. I think I went up over the curve. We were both sideways. Fortunately nobody tore anything up."

Johnson has now won five of the last six races at Martinsville. He also recorded his 41st career Sprint Cup victory.

His win came on the 25th anniversary of car owner Rick Hendrick's first Cup victory, which came at the 0.526-mile oval in 1984 with driver Geoff Bodine, who was at the track spotting for his brother, Todd Bodine.

"I didn't get to take a picture with Bodine twenty five years ago, but we got to take one out there today with Jimmie," Hendrick said. It was a special day, and it was a heck of a race. It's really neat to be able to win one to celebrate the 25th, so excited."

Hamlin finished second after leading a race high 296-laps. He won at Martinsville one year ago for his only victory during the 2008 season.

"Unfortunately, on short tracks, when you find yourself in the lead with less than a car length, you know, you're vulnerable," Hamlin said. You're putting yourself out there. Your bumper is pretty big. The guy who is second, who is hungry to win, sees it, sees an opportunity. That's what (Johnson) did, he took advantage. We were in a bad spot."

Hamlin also finished second last week at Bristol.

Tony Stewart, Jeff Gordon and Clint Bowyer completed the top-five.

Ryan Newman, Mark Martin, Dale Earnhardt Jr., A.J. Allmendinger and Jamie McMurray were sixth through 10th, respectively.

Gordon started on the pole after qualifying was washed out on Friday. He dominated in the early stages of the race.

NASCAR scheduled a competition caution on lap 40 since Saturday's final practice was cancelled due to rain. Gordon was the quickest off of pit road, but Scott Speed remained on the track and led the field for the restart on lap 47.

Gordon, however, chased down Speed and moved below him to reclaim the top spot on lap 57.

Speed and Kyle Busch spun on lap 71. Busch went below to pass Speed, but got loose and hit him. Speed suffered significant damage to his car and spent 70 laps behind the wall for repairs.

During the caution, Matt Kenseth was penalized for a tire that got loose from his pit stall. Kenseth did not comply with the penalty of restarting from the back of the lead lap, so NASCAR slapped him with an additional pass-through penalty. He fell one lap down and never bounced back, as he ended up finishing 23rd.

After running side-by-side with Gordon for several laps, Hamlin finally made the pass and took the lead on lap 156. Gordon dealt with a tight car as Tony Stewart took the second position several laps later.

Kyle Busch cut his right-front tire and slid into the upper corner on lap 205. He suffered slight damage to his car and fell two laps behind. Busch settled for a 24th-place run after winning two of the last three races.

While Hamlin was stuck in traffic, Gordon caught the leader on lap 330. The two once again battled side-by-side, with Gordon bumping Hamlin aside and grabbing the lead on lap 346.

Hamlin, however, came roaring back on the next lap to reclaim the top spot.

Johnson moved into the action, taking the second spot from Gordon just before a caution came for debris on lap 351. Hamlin once again was the fastest off of pit road, retaining the lead for the restart.

Johnson ran among the top-five for most of the race before he led for the first time with 70 laps to go.

Meanwhile, Gordon remained atop the standings with an 89 point lead over new second-place man Bowyer.

"I was good in clear air there in the beginning of the race, but when it rubbered up, I was just too tight," Gordon said. "We were the third best car, but unfortunately on the last restart, we just couldn't around those lap cars to catch (Stewart). Still another great top-five finish for the DuPont Chevrolet."

Gordon's winless streak has now grown to 47 races, the longest of his career.

Kurt Busch finished 18th and fell from second to third in points (-132).

With the victory, Johnson moved up five positions to fourth in points (-142).

The series heads to Texas Motor Speedway for next Sunday's Samsung 500.