Mark McGwire was dazzling, Sammy Sosa disappointing and Jeromy Burnitz surprising. In the end, though, it was Ken Griffey Jr. winning baseball's Home Run Derby for a second straight year.

Griffey almost pulled out of the competition to rest an aching knee. He needed a late flurry of home runs to get out of the first round. And he didn't clinch the derby until his final swing. Burnitz, an outfielder for the Milwaukee Brewers, finished second.

"It's just going out there and having a lot of fun," Griffey said. "It's putting on a show for the fans and watching Mark hit them 500 feet."

Griffey may have taken home the trophy, but it was McGwire who drew gasps from sold-out Fenway Park by ripping a record 13 home runs in his opening round.

As for Sosa, who finished second to McGwire in last summer's historic home run race, he had a quiet evening, bowing out after homering once in the first of three rounds.

"It was just great to be out there with the guys," he said. "That was the fun part."

McGwire broke the single-round record of 12 by Cal Ripken in 1991, and he did it with his usual array of breath-taking shots that peppered Lansdowne Street behind the Green Monster. One drive cleared the mammoth light tower behind the fabled 37-foot left field wall. Two others clanged off the tower, and another soared to the right of the tower.

His longest home run was his last of the round, a 488-foot drive that had the other nine competitors on their feet cheering and applauding. Texas Rangers first baseman Rafael Palmeiro recorded the event with his hand-held camcorder.

"I was enjoying it just like everybody else," McGwire said. "I was having fun. I love doing these things. Early in my career, when I didn't accept myself as a home run hitter, I didn't like doing it. Now I accept it. Sometimes it's better than the game because I haven't had a great all-star game. I'd just like to hit a ball hard in the all-star break."

McGwire was so hot at one point that Red Sox pitcher Pedro Martinez, who will start for the American League in Tuesday's game, walked over to the batter's box and took away his bat. When McGwire walked over to retrieve it, Martinez playfully resisted.

"Watching Mac and Sammy hit is unreal," Burnitz said. "He does that kind of stuff all the time. It's unbelievable."

McGwire helped the National League to a 27-10 victory over the AL. But he lost the individual title by homering just three times in the second round and being eliminated by Burnitz, who homered six times. Burnitz all but apologized for robbing the crowd of a Griffey-McGwire final.

"I'm just sad Mac didn't make it," Burnitz said, "because I know that's why everybody's here to watch."

Griffey edged Burnitz 3-2 in the anticlimactic final. He'd barely gotten out of the first round, homering three times to two apiece for Nomar Garciaparra, Shawn Green and B.J. Surhoff. He homered 10 times in the second round and easily advanced to the final.

"Actually the first round is always the toughest," Griffey said. "Once you get past the first round, the butterflies are gone."

Burnitz shrugged and said: "I pretty much knew I was going to lose. He got down to one or two outs to stay in the round and hit a bunch. You're talking about guys who can do it at will. When he had to, he did it. He's done it before."

Surhoff bowed out after the first round, but seemed delighted with the evening.

"It's the type of experience you'll look back and draw on," he said.

CAPTION: Cardinals' Mark McGwire takes time to admire one of his 13 home runs in first round of contest, while the Indians' Jim Thome all but worships it.