Team Sky's Sir Bradley Wiggins finished eighth in the third stage of the Giro d'Italia to remain second overall.
The stage, which was raced over 222km, was won by Italian Luca Paolini, who took the race leader's pink jersey.
Paolini finished 16 seconds clear of a group including 2011 Tour de France winner Cadel Evans, and Canadian Ryder Hesjedal, the defending Giro champion.
Wiggins is 17 seconds behind Paolini, but 14 ahead of Italian rival Vincenzo Nibali and 17 in front of Hesjedal.
"It's incredible to win like that and take the pink jersey as well," said Paolini. "My father was in hospital today for a minor operation and so this pink jersey is for him.
"I suffered to stay on during the climb and tried to ride at my pace. I knew there was a little climb near the finish and know I can descend pretty well. I went for it."
"That was a brilliant finish. It was animated racing by all the main contenders which you never ever see so early on in a Grand Tour.
"Everyone has shown they're ready to race and the favourites are on form. The organisers should be applauded for the way they've set up these opening stages.
"Team Sky and Wiggins did a great job holding him up near the front and Sergio Henao lifted the pace at one point to try and stop the attacks.
"The way the stage panned out won't affect Team Sky's plans though. They helped their own adequately today and it is not their style to go on the offensive. They didn't panic and had two riders with Wiggins.
"They will be happy the pink jersey has gone. It was Great for Salvatore Puccio but the pressure is off a bit and they can afford to sit back on Tuesday."
"I rode as if it was a Classic. We had a good team time trial on Sunday and so I knew I could take pink if I won. I did it."
The race had gone to script early on with seven riders breaking clear as they left the start in Sorrento, establishing a lead of more than seven minutes before the peloton, which was being marshalled by Team Sky, began to reduce their advantage.
However, with the race coming back together on the final short climb of the day, Hesjedal attacked his rivals and opened up a gap of 50m.
All of the other riders hoping to be in contention for the overall race victory, including Wiggins, Nibali and 2011 Giro champion Michele Scarponi, spotted the danger and set off in pursuit,
Garmin-Sharp rider Hesjedal, who finished 25 seconds behind Wiggins in Sunday's team time trial, was caught before the summit but he followed another attack on the descent which eventually saw Paolini establish a lead.
The Italian quickly opened up an 11-second advantage and he was able to maintain that lead on a tricky run-in to the finish which featured several hairpin turns and right-angle corners and accounted for Scarponi, who crashed into a wall, broke his bike and lost 44 seconds to his rivals.
With a 20-second time bonus on offer for the winner, Paolini, who started the day 19 seconds behind Wiggins, ended it 17 seconds in front of him. Evans picked up a 12-second time bonus for finishing second while third-placed Hesjedal reduced his deficit by eight seconds.
The Italian's win was also enough to see him take the lead in the points race from Britain's Mark Cavendish, who finished more than eight minutes down in 113th. But Cavendish will continue to wear the red jersey on Tuesday, with Paolini in pink.
a 246km race from Policastro-Serra San Bruno, features a sharp 12km climb in the final 20km.
Stage three standings:
1 Luca Paolini (Ita) Katusha
2 Cadel Evans (Aus) BMC Racing Team +16"
3 Ryder Hesjedal (Can) Garmin-Sharp
4 Mauro Santambrogio (Ita) Vini Fantini-Selle Italia
5 Samuel Sanchez (Spa) Euskaltel-Euskadi
6 Giampaolo Caruso (Ita) Katusha
7 Pieter Weening (Ned) Orica-GreenEdge
8 Bradley Wiggins (GB) Sky Procycling
9 Benat Intxausti Elorriaga (Spa) Movistar Team
10 Robert Gesink (Ned) Blanco Pro Cycling Team
General Classification standings:
1 Luca Paolini (Ita) Katusha 9:04:32
2 Bradley Wiggins (GB) Sky +17"
3 Rigoberto Uran (Col) Sky
4 Benat Intxausti Elorriaga (Spa) Movistar +26
5 Vincenzo Nibali (Ita) Astana +31
7 Ryder Hesjedal (Can) Garmin-Sharp +34