MARTINSVILLE, Va. -- Kurt Busch paused repeatedly, trying to catch his breath and recover from a typically grueling afternoon on a short track.

But Busch also had a victory to celebrate, having held off a furious charge by Johnny Benson over the last few laps of Sunday's Old Dominion 500 at Martinsville Speedway, and that made talking about his day easy.

"Nobody can be hungrier than I am," Busch said following his second career victory. "This is sweet. This is racing with the best of the best.

"It was a great race, a great ride for us."

And it was harrowing at the end.

Busch seemed in total control when he beat the field out of the pits after a 15.3-second pit stop with 91 laps to go. A breakaway on a restart with 70 laps left seemed only to certify that he would win going away.

But Benson, making his 224th career start and with possibly his best chance at securing his first Winston Cup victory, made it real close.

Busch won by 0.46 seconds.

"I know how hungry he is," Busch said. "But we're starving too."

The victory, Busch's second this year, was the seventh for Roush Racing, and a bonus for owner Jack Roush in a remarkable year.

"These are all extra days for me," said Roush, who was pulled unconscious from a lake after crashing his small plane in Alabama in April. "I may have taken myself a little too serious for a while. I'm much more relaxed than I was and just going with it and having a good time."

Busch, who started 36th, took the lead for the first time on the 389th of 500 laps and lost it for only one lap the rest of the way. He ran the last 10 laps with Benson on his bumper, doing anything he could to pass.

"I bumped him once or twice," Benson, a former Roush driver, said. "I didn't want to spin the guy out. I just wanted to get him out of shape, but when I did I just didn't have quite enough to get underneath him."

And Busch had just enough to hang on.

"(Crew chief) Jimmy Fennig radioed and said, '10 to go,' and things were great. Things were running smooth and we were passing lapped cars," Busch said.

"Then I looked up and Johnny B. was there. It ran through my mind to hold my line to make sure he couldn't get underneath us or around us. We did make it a little wide, but that's what you do at a short track when it comes down to who's going to win and who's going to finish second."

Busch, driving a Pontiac, won from deeper in the field than anyone in the history of .526-mile Martinsville Speedway, the series' oldest and shortest track. The previous best was Lee Petty, who won from 24th in 1959.

The race tightened the Winston Cup points chase with four races remaining.

Leader Tony Stewart rallied to finish 11th after staring 31st, but his margin over No. 2 Jimmie Johnson closed from 97 points to 82.

Mark Martin remained third, losing a point to be 123 back. He finished 10th.

"We were pretty competitive over the last half of the race," said Martin. "Long runs were our friend."

Virginia native Ricky Rudd was third in his Ford, followed by Dale Earnhardt Jr. in a Chevrolet and Virginian Ward Burton's Dodge.

The next five were Johnson, defending race champion Ricky Craven, Dale Jarrett, Rusty Wallace and Martin.

The race looked like an easy victory for Busch when he pulled away from Craven on a restart with 70 laps to go and built a wide lead.

But Benson got by Craven on the 445th lap and took advantage of lapped traffic to slowly reel in Busch, setting up the exciting finish.

Several times over the last few laps, Busch's car fishtailed out of the second turn, creating openings that Benson tried -- and failed -- to fill.

Sam's Town 250: Scott Wimmer held off Ron Hornaday on a restart with seven laps left and won the rain-delayed Busch Sam's Town 250 at Memphis Motorsports Park for his second victory in four races.

Wimmer, who will try to move to Winston Cup next season, led 83 of the 250 laps and passed Hornaday for the final time on the 218th. He averaged 79.337 mph in his Pontiac on the three-quarter-mile oval and had to avoid three cautions in the final 30 laps for his second career victory.

Stacy Compton was second in his Chevrolet, followed by Jamie McMurray, who needed a provisional and started 37th after becoming the quickest Winston Cup winner in the modern era last week at Charlotte in just his second start.

Hank Parker was fourth, and Kerry Earnhardt was fifth.

Series leader Greg Biffle didn't finish the race and now leads Jason Keller, who was 10th Sunday, by 105 points with four races left. Wimmer is third, 357 points back.

Hornaday got close enough to Wimmer to bump his rear and get his back tires up a couple times, including on a restart on lap 243. Wimmer wound up winning by 0.523 seconds.

-- From wire reports