The 28-year-old Drapac rider held off New South Welshman Aaron Donnelly (Aussie Farmers Dairy) in a sprint finish to win the 262-kilometre race by almost 10 metres.

Goesinnen finished in seven hours and 23 seconds, while West Australian Bradeley Hall (Plan B Racing) led the peloton home to take third, 35 seconds behind.

"All season everyone was talking about the Warrnambool, (saying) 'it's your race, you have to win it, you will win it'," Goesinnen said, minutes after crossing the finish line.

"To win it, it's pretty cool."

Goesinnen is just the fourth foreign rider to win the Classic since it became a mass-start scratch race in 1996, and the first since Swede Jonas Ljungblad won in 2005.

But he could claim to be the most deserving of the group - and of any winner of the modern age - after boldly breaking away with 40km to go.

Donnelly was the sole rider to join him, and the pair had a one minute and 44 second lead at most in the final 20 kilometres.

They were remarkably never caught, and Goesinnen outsprinted a tiring Donnelly - who crashed 10km in and spent the next 80km catching the peloton - on the line.

Goesinnen, into his second year with Drapac after four years riding with Dutch team Skil-Shimano, said he broke away thinking it would help a teammate take the win.

"I wasn't thinking initially that we would go all the way to the line, but I was setting something up, for when we got caught, for the next one to go," he said.

"I didn't see what happened in the back but the fact we had eight guys in the main group, it must've been a bit demoralising for the guys chasing.

"(Drapac riders) saying 'hey guys, if you close them down, I'll be the next one to go'.

"It's something I'll look back on for the rest of my life. I'll probably stay with the team next year and maybe we can do the double."