INDIANAPOLIS -- In the second-closest finish of the race's history, Sam Hornish Jr. passed rookie Marco Andretti shortly after the final turn to win the Indianapolis 500 on Sunday.

Marco Andretti, 19, and his father, Michael Andretti -- who came out of a two-year retirement to race at Indy with his son -- finished second and third, respectively.

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Hornish beat the younger Andretti by .0635 seconds, about a car length. The shortest margin of victory at Indy was .043 seconds, which happened in 1992 when Al Unser Jr. beat Scott Goodyear.

The win by Hornish, the polesitter, capped a month in which he was the fastest nearly every day of practice at the Indianapolis Motor Speedway. It was the only time in seven starts that Hornish completed the race's 200 laps; his previous best finish was 14th.

After he won, a choked-up Hornish lay on the track and kissed the yard of bricks at the finish line.

"I keep getting emotional about it," Hornish said. "I got to try to figure out how to get through all this stuff without starting to cry and not be able to talk. I don't think I'll ever be able to fully appreciate what it means or be able to put into words what it means to me."

Though Hornish started from the pole, he led for only 19 laps during the race. Last year's winner, Dan Wheldon, finished fourth on Sunday after leading 148 laps, including 87 of the first 100 laps and about 33 of the last 50.

Hornish's late charge to victory came after he seemingly blew his chance to win during a pit stop with about 50 laps remaining.

Hornish, who went into that stop as one of the race leaders, started to leave the pit with a fuel hose still attached to his car. He stopped before he left his pit box, and the hose was removed, but race officials soon decided to penalize him for the incident.

The penalty required Hornish to drive through pit lane again at 60 mph before getting back onto the track. This caused him to drop to eighth position, and Wheldon had the lead.

With about 25 laps left, Scott Dixon, driving in second place, was penalized for blocking Tony Kanaan. Dixon, like Hornish, was forced to drive though pit lane. By the time Dixon had served the penalty, he had slipped to seventh, one spot in front of Hornish.

Wheldon remained in front until he pitted with a punctured tire with 16 laps to go. Kanaan soon grabbed the lead, followed by Dario Franchitti and Michael Andretti. Marco Andretti took a pit stop with 10 laps to go just as Felipe Giaffone hit a wall, bringing out a caution flag.

Kanaan and Franchitti decided to pit with seven laps remaining, giving the lead to Michael Andretti, who had enough fuel to finish without pitting, with son Marco Andretti following in second position.

With four laps to go, the Giaffone wreck had been cleared, and drivers were given the green flag. With three laps left, Marco Andretti passed his father for the lead, and Michael Andretti soon conceded the second position to Hornish, who had been moving up because he had enough fuel to finish without making a late pit stop.

On the second-to-last lap, Hornish attempted to pass Marco Andretti, and the two almost touched, forcing Hornish to fall back.

He figured that was his last chance.

"Thank goodness," he said, "it's 500 instead of 497½."

Marco Andretti held the lead until the final straightway, when Hornish passed for the victory.

"I think I could have moved to the inside, but at that time he would have already made his move and it would have been a big one," Marco Andretti said. "I wouldn't have done anything different except for coming off the last corner. ... He just had that speed and I don't know where it came from."

Roger Penske, the owner of Hornish's team, picked up his 14th Indianapolis 500 win as owner.

"We were waiting to run this race at the end," Penske said. "I think you saw Sam at the beginning take his time at the restarts, but when it was time to go, he rode it wide open."

Hornish, talking about his victory, recalled a conversation he had with former Indy 500 winner Johhny Rutherford.

"He said, 'Just finish.' He goes, 'The first time I finished, I won the race,' Hornish said. "So, that's what I did."

Marco Andretti said he was happy with his performance, but he wished he would have pulled off the victory.

"We've got to take advantage of every opportunity we have, learning from dad's career," he said. "Maybe it's was, I guess, the Andretti luck, because second is nothing here."

Michael Andretti led four laps Sunday, adding to the dubious distinction as the driver who has led more laps at Indy than any other non-winner -- 430. He said he was a little disappointed that neither he nor his son won.

"But in a day or two, I'm going to look back and think, 'Wow, what a dream race,'" he said.

Kanaan finished fifth, followed by Dixon, Franchitti, Danica Patrick, Scott Sharp and Vitor Meira. The top 10 drivers finished on the lead lap. (See results.)

Two Former Indy 500 Winners Knocked Out In Crash

The race featured five caution flags, including one that marked a crash involving two former Indy 500 winners.

With about 110 laps finished, two-time winner Helio Castroneves and 2004 winner Buddy Rice hit each other as Castroneves tried to make a pass. The wreck knocked both out of the race. Both were OK.

The wreck put Castroneves in 25th place. He started the race second in the 33-car field.

Rice was awarded 26th place.

Debris Goes Into Stands; Five Fans Suffer Minor Injuries

Debris from another crash flew into the stands during the first half of the race, leading to minor injuries to five fans, a speedway official said.

After 66 laps were completed, Tomas Scheckter crashed coming off Turn 4 and slid into the padded end of the wall separating the track from the pits. Moments later, Jaques Lazier drove over a piece of Scheckter's rear wing, sending it sailing high over the grandstand fence and near the back of the stands.

Debris struck two of the fans. One walked away with a knot on his head, and the other also walked away.

Speedway spokesman Ron Green said three other fans were injured as they tried to avoid the car part.

Green said all five were checked and released from the speedway's hospital, describing the injuries as minor cuts or abrasions.