Australian Lachlan Morton of team Dimesion Data tried to catch the breakaway group they were in off guard with about a mile remaining to the stage 2 finish in San Jose Monday.
But, Pol Rafal Majka of Bora Hansgrohe and New Zealand's George Bennett of team Lotto NL-Jumbo were up to the challenge...and then some.
Majka edged Bennett at the line, seven seconds ahead of American Ian Boswell of Team Sky and Morton.
It's Majkah's first career win at Amgen. He also took over as Sprint Leader by a point over stage 1 winner Marcel Kittel of Quick-Step Floors.
Columbia's Daniel Alexander Jaramillo leads the King of the Mountain category.
Majka, Bennett, Boswell and Morton chased down an earlier breakaway and then passed them to be in a position to win the stage.
Morton leads the race for Best Young Rider.
Team Sky took over the team lead.
Monday's route started in downtown Modesto and ended in San Jose after a climb up Mount Hamiton, the Bay Area's tallest peak.
Toms Skujins of Cannondale Drapac crashed, suffered a concussion, broken left collarbone and road rash.
Tuesday's stage 3 takes riders 120 miles from Pismo Beach to Morro Bay, winding through San Luis Obispo and Santa Barbara Counties.
The Amgen Tour wraps up on Saturday in Pasadena.