Martin, who announced earlier this week he would drive another full season for Hendrick next year, led the final 46 laps after he opted not to pit during a round of stops. He went on to score his second victory of the season, making it the first time since 1999 he has won multiple races in the Sprint Cup Series.

"I'm overwhelmed, just totally overwhelmed," Martin said. "This is a little bit more special in some ways than Phoenix, because I was just kind of spun out. I just couldn't hardly believe it at Phoenix. There was so much going on. It's soaking in a little bit better."

Martin capitalized on two late cautions to save enough fuel in his No.5 Chevrolet.

"We worked pretty hard to save some gas, but I don't know how close it was," he said. "My history I always run out (of fuel), so that's pretty neat to make it."

Martin won the Southern 500 for the second time and collected his 37th career Sprint Cup victory as well. His first win at Darlington came in 1993.

Johnson, the three-time defending series champion, finished second, despite starting from the rear of the field in a backup car after he crashed his primary one in Friday's qualifying.

"We'll take second after what we went through tonight," Johnson said.

Johnson had to overcome two pit-road mishaps. He got pinned in his stall during his first stop and fell a lap behind, and then got turned around by Kevin Harvick on the next stop.

"We had four or five things pop up through the night, from being trapped on pit road, spun out trying to get my pit stall, just a bunch of stuff," he said. "It was a chaotic night."

Stewart-Haas Racing teammates Tony Stewart and Ryan Newman finished third and fourth, while Jeff Gordon came in fifth, giving Hendrick three of the top-five finishing positions at Darlington.

Gordon also fell a lap behind early when he experienced a loose wheel and had to pit unexpectedly for repairs.

"We showed what we had early, and we knew the pit strategy was going to get crazy, and we just had to hang tough," Gordon said. "Unfortunately, we had a loose wheel and had to come back from that."

Martin Truex Jr., Brad Keselowski, Greg Biffle, Joey Logano and pole sitter Matt Kenseth completed the top-10.

Keselowski won in his last Cup start two weeks at Talladega.

Biffle led the most laps with 117, but spun and hit the wall in turn four on lap 295.

Gordon now holds a 29-point lead over new second-place man Stewart. Kurt Busch fell to third in points (-55) after finishing 16th. Busch hit the wall on lap 214, but managed not to hit anyone as the field veered to left and right of his spinning car.

Martin made the biggest gain in points as he jumped up from 15th to 11th.

The 500-mile race featured a track record 17 cautions, mostly for wrecks.

Carl Edwards hit the wall after making contact with Biffle. Edwards could not get onto pit road after the incident and was penalized for a lap when he pulled a U-turn into the pit entrance. He finished 32nd.

Clint Bowyer and AJ Allmendinger got together on lap 222, causing Bowyer to slam into the inside wall. He then slid up the track and bounced off the outside wall. He appeared to be somewhat woozy after he exited his car. Bowyer's modern-era record streak of 83 races running at the finish came to an end with a 37th-place showing.

Michael Waltrip's car caught on fire after he blew an engine and hit the wall in turn three on lap 75. Waltrip was able to get out of his car quickly and escaped harm.

"At first it was scary, because it went up in flames pretty big," Waltrip said. "As the car slid, I noticed it was getting less and less."

Kyle Busch, last year's winner at Darlington, slammed the wall after cutting a tire on lap 273. Busch sustained brake damage, but returned later with a 34th- place run.