Many Clouds at odds of 25-1 won the Crabbie's Grand National at Aintree for trainer Oliver Sherwood and last year's winning jockey Leighton Aspell.
Successful aboard Pineau De Re 12 months ago, Aspell was never too far off the pace and Many Clouds, winner of the Hennessy Gold Cup at Newbury earlier in the season and sixth in the Cheltenham Gold Cup, jumped with aplomb throughout.
For a long way it appeared Shutthefrontdoor could provide Tony McCoy with a fairytale second National triumph before his retirement, but he eventually weakened into fifth place.
Many Clouds tired from the elbow, but had enough in the tank to hold off Saint Are, with Monbeg Dude third and Alvarado fourth.
Grand National finishing order:
1 Many Clouds (25-1)
2 Saint Are (25-1)
3 Monbeg Dude (40-1)
4 Alvarado (20-1)
5 Shutthefrontdoor (6-1F)
6 Royale Knight (25-1)
While the official place and each-way terms for big-field handicap chases is limited to the first four horses home, the majority of bookmakers are paying five places in the Grand National as a concession, with BetVictor paying out on the first six in the race.
A delighted Aspell said after the race: "It was wonderful and we will certainly celebrate tonight. I asked some big questions, but he dug deep.
"We really refreshed and recharged his battery, and I tried to conserve energy. He is all heart - all season he has had hard races.
"Win lose or draw, that's the best ride I have had in the National. I just hoped his battery life lasted out and it did."
The win was a third in the National for owner Trevor Hemmings after Hedgehunter (2005) and Ballabriggs (2011).
Sherwood said: "I can't believe it, it was some spin. All I wanted was the horse to come back in one piece.
"He was foot-perfect and didn't make a mistake. I thought it was a year too soon, but he was fit and healthy and it was Trevor's decision - he must get all the credit.
"The horse has been unbelievable all season, he has blossomed all year - he just got out of bed the wrong way in the Gold Cup.
"I didn't show him any National fences on purpose, I thought he had just gone over the top before the Gold Cup."
The winning owner Trevor Hemmings added: "Seriously, it was incredible. You come to the National and you dream that you win it.
"When a third comes along, that is something special. It is a wonderful, wonderful feeling.
"For years and years this race has captured my heart. What a wonderful feeling, you can't express it.
"Thank you Oliver Sherwood, thank you Leighton and all the staff, and, of course, Aintree."
Saint Are's trainer Tom George said: "I'm delighted with him. He looks as fresh as paint after it.
"Stamina is not a problem and he's a run a great race.
"He got close to a couple of fences but everything went right. He has been beaten by a better horse on the day. You can't fault him.
"I thought for a second he might get there. It was all very exciting."
Monbeg Dude delighted his connections by improving on last year's seventh-place finish.
Jockey Liam Treadwell, who won the 2009 National aboard Mon Mome, said: "I thought I'd win after the last, his run just flattened out but everyone's delighted. The horse has enjoyed it, I've enjoyed it and I'm very pleased."
Trainer Michael Scudamore said: "To run a race like that is absolutely amazing. I'm so proud of the horse and so pleased for him."
Alvarado was fourth for the second successive year for Fergal O'Brien, who said: "He's a horse that's given his heart and soul again today.
"There's no real hard luck stories. We are very lucky. He got baulked a bit at the Canal Turn and Paul (Moloney) said it put him out of his rhythm a little.
"We're over the moon again."
On his fifth-place finish on Shutthefrontdoor, Tony McCoy revealed: "I was very happy all the way, but just between the fourth- and the third-last I was following Many Clouds and I knew he was a dour stayer.
"I was behind him in the Hennessy and thought I might get past him, but he stuck at it well there. I thought from the third-last I was struggling.
"I got a great ride off him and Jonjo (O'Neill) had him in great shape. He jumped fantastic and I wouldn't mind riding him next year!
"I'm going to miss riding horses like that and in races like that. I got a great buzz out of it and I thought for a long way he could win.
"It's my last National, but it was a very enjoyable one.
"I just want to say well done to Leighton Aspell and Oliver Sherwood and Trevor Hemmings. It's great for them."
Jonjo O'Neill added: "He ran a blinder. He did everything right, he was following the right horses but unfortunately he wasn't good enough on the day and maybe he didn't get the trip.
"It's good news, at least I've got AP (McCoy) for a couple more weeks (before retirement)."