Dutch rider Bauke Mollema crossed the line alone on the banks of Lake Como taking victory ahead of the race favourites with a solo break from 20km in cycling's season-ending Tour of Lombardy on Saturday.
The Trek rider finished 16sec ahead of Spaniard Alejandro Valverde and Tour de France champion Egan Bernal of Colombia after the 243km race from Bergamo in northern Italy.
The 32-year-old claimed his first victory in one of the 'Monument' races, with Il Lombardia the fifth and final of cycling's one-day classic race.
It was Mollema's first major one day race win.
"I knew I had to go, the others were more explosive than me so I had to," he explained of his early break on the penultimate climb.
"Once I had 20 seconds on them I was full gas all the time - I've been feeling good all week," he said.
Tour de France champion Bernal, ten years younger than the winner, was content with a podium finish.
"I'm still only 22 so this was a big result for me," said Bernal, who had been bidding to cap his season with a win in Italy.
"Mollema was the strongest today, it was a tough race but I loved it and hope to win one day."
Mollema made the break at Civiglio, with 20km go go, attacking two kilometres from the summit, ahead of a group featuring Bernal, Valverde, Vuelta a Espana winner Primoz Roglic, and France's Pierre Latour
Italy's Vincenzo Nibali, a former two-time winner, dropped of the main group at the foot of the Civiglio, one of the toughest climbs near Como, with an average gradient of just under 10 percent.
The 34-year-old put a foot down after a touch of wheels, before getting back into position.
Mollema held off an attack by Roglic and Valverde in the final descent five kilometres from the line.
Valverde, 39, settled for his third second place finish in the race, as Mollema succeeded last year's winner Thibaut Pinot of France, who did not defend his title.