Orica Green Edge's Michael Matthews won the third stage of 54th Vuelta Ciclista al Pais Vasco (Basque Tour).
Stage three was the longest stage of the race at 194.5kms from Urdazubi to Vitoria Gasteiz and had Alberto Contador of Tinkoff Saxo leading out on the riders.
The attacks came early and first to make their raid stick was Andy Schleck of Trek Factory, Natneal Berhane of Europcar, Ben King of Garmin Sharp, Omar Fraile of Caja Rural, Davide Villela of Cannondale and Matteo Montaguti of AG2R.
However, after forty kilometres, they were caught and Ruben Fernandez of Caja Rural took over the reins with a seven minute lead after 72kms and 6.10 some twenty kilometres later.
With forty five kilometres remaining, as the race passed the Salburia Wetlands, Fernandez was still 2.15 clear heading towards the third category Alto De Gasteiz.
Fernandez took the intermediate sprint with 36.3kms to go with a lead of 1.09 but less than three kilometres later, the peloton led by Josh Edmondson of Team Sky stormed passed the Spaniard.
Onto the final climb - the Alto de Zaldiaran and riders were strung out all down the road as Tony Martin did the work on the front going into the final ten kilometres.
At speeds of 71km/h, Jan Bakelandts was leading the way before he looked round and lost a few places.
Belkin and Cannondale were on the front with three kilometres to go and were joined by Omega Pharma Quick Step and Tinkoff Saxo.
Philippe Gilbert and Simon Gerrans were on the front going into the final kilometre. Ben Swift, Kevin Reza and Michael Matthews battled it out and Matthews won in 5.02.09 ahead of Reza of Europcar, Kwiatkowski,Swift, Martens and Arashiro.
Alberto Contador finished sixteenth and continues to lead Alejandro Valverde by fourteen seconds.