CHILLICOTHE, Ohio — James McFadden passed Dale Blaney with less than two laps remaining to win Thursday night’s Ollie’s Bargain Outlet All Star Circuit of Champions presented by Mobil 1 Speedweek Reloaded feature at Atomic Speedway.

Starting third on the grid, the multi-time World Series Sprintcars champion in Australia, battled within the top three the entire distance, taking second from Aaron Reutzel on lap 21 and stealing the top spot from Blaney in the closing circuits.

For McFadden, the victory bumps his season total with Tony Stewart’s All Stars to three, now with five on his career. The $5,000 triumph was a first-ever at Atomic Speedway during All Star competition.

Despite losing grip on the lead, Blaney hung on to finish second, followed by fellow six-time Series champion Chad Kemenah, Canadian All Star Rookie of the Year contender Skylar Gee and Reutzel.

“I thought if I could slide him and block him out of turn two, we were going to be alright,” said McFadden, who drives the Kasey Kahne Racing with Mike Curb/Wicked Energy Gum/Karavan/No. 9 sprint car. “It was a tough race. It was super hard to see where you needed to be at some points. The guys gave me a great car and I can’t thank them enough.”

Although the first 10 circuits were filled with their share of chaos, two cautions including a red flag incident that eventually led to tire-wall repair, things started to really intensify once the leaders found traffic on lap 13.

Blaney was in control, but Chad Kemenah and James McFadden were waiting in the wings and ready to strike. Trying to take advantage of Blaney’s momentum shift in traffic, Kemenah attempted a bid for the top spot on lap 16. Despite making his slider work through the corner, Blaney dove back underneath the No. K4 and exited turn two resuming control.

With Reutzel now in the mix, a nose-to-tail battle in traffic involving the top-four spots soon erupted. By lap 21, McFadden was in a prime position to advance, nose-diving to the bottom of turn one before sliding in front of Kemenah to gain second. The move worked, now setting his aim on Blaney.

By lap 24, McFadden was all over the back bumper of Blaney, as no lapped cars separated himself from the race leader. Just as the front-runners received the two-to-go signal from the flagstand, McFadden put himself in position to execute, once again diving to the bottom of turn one in an attempt to slide up in front of the McGhee Motorsports No. 11.

As with his move around Kemenah, the slide job worked, leading the last lap and a half to secure the victory.

“Dale (Blaney) didn’t do anything wrong. We were in a position to capitalize,” McFadden continued. “Luckily, it worked out. Sometimes it’s better to be the leader in the closing laps, sometimes it better to be second.”

The finish:

Feature (30 Laps): 1. 9-James McFadden [3]; 2. 11-Dale Blaney [1]; 3. K4-Chad Kemenah [2]; 4. 99-Skylar Gee [6]; 5. 87-Aaron Reutzel [4]; 6. 70X-Justin Peck [7]; 7. 22C-Cole Duncan [5]; 8. 14-Tony Stewart [10]; 9. 4-Cap Henry [13]; 10. 13-Paul McMahan [11]; 11. 70-Brock Zearfoss [14]; 12. W20-Greg Wilson [9]; 13. 26-Cory Eliason [12]; 14. 9X-Ricky Peterson [19]; 15. 1B-Keith Baxter [16]; 16. 4D-Josh Davis [21]; 17. J4-John Garvin [23]; 18. 21-Brinton Marvel [22]; 19. 45-Trevor Baker [18]; 20. 42-Sye Lynch [8]; 21. 9W-Lance Webb [24]; 22. 59-Bryan Nuckles [17]; 23. 6-Justin Grant [20]; 24. 33M-Mason Daniel [15] Lap Leaders: Dale Blaney (1-28), James McFadden (29, 30)