Bully will and luck guided Danny Sullivan to victory in his third running of the Indianapolis 500 today, and when it was over the 400,000 spectators who cheered his good run to the finish knew that he was blessed with a little more than grace, speed and courage.

Sullivan overcame two near-disasters on the first turn of the 2.5-mile oval and pulled away from Mario Andretti to win with an average speed of 152.982 miles per hour. Sullivan, 35, danced away from both instances knowing, as he later put it, that "it would either be a helluva long day or I'd survive."

Andretti, the 1969 winner making his 20th start, ran 2.4 seconds behind Sullivan, who grew up in Louisville and ventured into his profession quite by happenstance, after working as a waiter in a New York singles bar. Roberto Guerrero, last year's runner-up, was third, the only other driver to finish all 200 laps. Three-time winners Al Unser was fourth and Johnny Rutherford fifth. Four-time winner A.J. Foyt dropped out of the race in the 64th lap after having mechanical problems. The race took 3 hours 16 minutes and was worth more than $400,000 to Sullivan.

Pole-sitter Pancho Carter set a qualifying speed record here a few weeks ago of more than 212 mph but he had problems with a fuel line and did not finish six laps. Defending champion Rick Mears, returning to racing after a terrible crash at Montreal last year mangled his feet and tore off his Achilles' tendons, completed only 122 laps and finished 21st in the 33-car field.

After the race, Sullivan joked and said flirting with disaster was actually part of team owner Roger Penske's strategy. On lap 120 of the 200-lap race, Sullivan decided to move away from the heat and dust kicked up in Andretti's wake, and break free of the dirty, turbulent air that hampered most of the drivers all afternoon.

As he made his move a few hundred yards from the first corner, pulling way down below the white line on the apron and pushing his Miller American Special hard into the short chute, he lost control of his machine and made a 360-degree spin before finding his wheels and getting back on course.

"We'd been running good at that point," Sullivan said, "but I needed to get in front of Mario because of the turbulence. We went into the turn side-by-side, and when I went down on the apron and came back up, my wheels hit the white line and I did the (spin-out). I thought it was all she wrote but I somehow got out without smashing into the wall."

A frustrated Andretti said, "I thought it was rather weird that he tried to (pass me) there. I kind of sucked him in and he took the bait . . . There's no way you can pass in that situation, and he did it anyway. He got a little experience out of that."

Sullivan said there was another reason he tried to move ahead of Andretti at that point, but seemed embarrassed to admit it. "I misread the communications," he said, letting on a silly grin. "I thought there were only 12 laps in the race."

With the yellow flag he drew slowing down the field, Sullivan hustled into the pits and changed all four tires smeared in the spin-out. He also gassed up and returned to the thundering herd, again positioned directly behind Andretti.

But when the green flag sent the 21 cars still running into the first turn, Rich Vogler failed to find the groove and drove straight into the wall. His car split open like a hot melon, spilling parts all over the track and upsetting those drivers stuck on his tail-end.

Tom Sneva, driving down low on the apron, later reported seeing "bits and pieces flying around." His car, he said, "snapped backwards" and "jumped sideways," then it, too, hit the wall. A loose tire from Vogler's machine chased Sneva down and ran clear over the top of his car, but Sullivan, running right behind Sneva, eluded disaster once again.

Sneva said, "I have a stiff neck but that's not going to stop me from playing golf tomorrow."

Vogler, shuttled to Methodist Hospital by helicopter, suffered a concussion and a small cut over each eyelid. He was listed in satisfactory condition.

At the start of lap 133, Andretti held only a one-second lead on Sullivan, but it was apparent he wouldn't be able to lead the charge much longer. Sullivan seemed undaunted in Andretti's draft, running dangerously close at times. Waiting for the right moment, he pushed ahead of Andretti on lap 138, with a move similar to the one that had sent him spinning round and round a little earlier.

"That time," Sullivan said, "I knew better than to think (the race) was almost over. I knew I had a few more laps if I needed it and I wanted to take him clean. It was just a matter of setting him up. I didn't let him push me down on the apron that time."

Andretti's average speed was 152.852. He said he was "very disappointed," because "second means nothing. Especially here. When you get to a certain stage of your career, winning seems to be the only thing. You get spoiled and I guess I want to stay spoiled. This is a very selfish business. I guess I'll keep coming back here as long as I have my health. I'll keep trying like hell, trying like hell, trying like hell. I can't jump out of my skin. We'll get it here one of these days."

Pancho Carter and Scott Brayton, who set the one-lap speedway record during qualification, drove cars powered by experimental Buick V-6 production line-based engines and came into the race hoping to prove American ingenuity could overcome the challenge of British-built Cosworth engines. Brayton remained in contention through only 18 laps -- 12 more than Carter -- before mechanical troubles ended his ride. A Cosworth power plant boosted Sullivan to the checkered flag.

"I don't know what went wrong," Brayton said. "I lost some turbo pressure and I saw the smoke. I remember thinking, 'This is a bad deal.' "

Sullivan, on the other hand, had every reason to rejoice. He ran away from the challenge. Late in the game, John Paul Jr. crashed on lap 169 and bruised his left hand. The accident drew the yellow flag, and the field bunched together for several turns around the oval as the track was cleared of scrap metal and fiberglass.

With the green, Sullivan again pulled away from the field. He was on his way to opening an impossibly large gap when Bill Whittington stuffed his car into the wall and the yellow flag came out, temporarily postponing Sullivan's good journey. Whittington was uninjured.

"Take away those yellows," Sullivan said, "we might have been 25 seconds ahead of Mario. The car was really hooked up and I knew if I ran the thing strong nobody could touch me."

With only three laps to go, Sullivan took the green light charging. In the weeks leading up to this fabulous end, he had logged some 1,500 miles of practice driving, all for this moment. It paid off as he recorded his quickest circuit of the day on the next-to-last lap, making it in 204 mph. Andretti said, "The way that car was moving, I knew there was no way I'd catch him."

Sullivan bit his lip and said, "I know this is the biggest day in my racing career, but it really hasn't sunk in yet. I'm glad we won it. And I guess I'll be glad for a long, long time."