The 400-lap race was won by Jimmie Johnson of the Hendrick Motorsports team after he started from pole position.

His teammate Mark Martin finished second and Roush Fenway Racing driver Matt Kenseth was third.

Martin was the pre-race Drivers' Championship leader with a 35-point margin over Johnson and Denny Hamlin in second.

After a competition caution to allow for tire checks on lap 25, Ryan Newman became the leader of the race.

Chase for the Sprint Cup participants Kurt Busch and Jeff Gordon were in the top ten for most of the race.

The result kept Martin in the lead in the Drivers' Championship, ten points ahead of Johnson, and sixty-five in front of Juan Pablo Montoya.

Chevrolet maintained its lead in the Manufacturers' Championship, forty-five ahead of Toyota and seventy-five in front of Ford, who bumped Dodge, with one-hundred and twenty-two points, to fourth place.

Carl Edwards and Kasey Kahne rounded out the top twelve positions in the Chase for the Sprint Cup with 5,117 and 5,069 points respectively.

[10] Johnson had finished first in the Autism Speaks 400 at Dover earlier in the season, and he entered the AAA 400, an event that thought he had the opportunity to win, as optimistic.

[12] His teammate Martin, who won the preceding Sylvania 300 at New Hampshire Motor Speedway, said he hoped to drive fast and win the race at Dover but stressed the importance of avoiding getting overexcited, "There's a lot of stuff left to happen and a lot of racing left to happen.

[13] After finishing third at New Hampshire, Montoya acknowledged he and his team's lack of experience of being in the Chase for the Sprint Cup and said that he had to perform to the best of his ability, "There's no holding back, nothing, we have to go... We are doing the best we can and hopefully we are going to be good enough to at least fight for it"[14] Three practice sessions were held before the Sunday race—one on Friday, and two on Saturday.

He was joined on the grid's front row by Montoya who held pole position until Johnson's lap.

Kahne, Gordon, Bowyer, Sam Hornish Jr. and Paul Menard completed the top ten positions.

Kurt Busch was seventh fastest, Jamie McMurray eighth, Gilliland ninth and Martin Truex Jr. tenth.

[2] Around the start of the race, weather conditions were cloudy with the air temperature 71 °F (22 °C); a moderate chance of rain was forecast.

Country music group and Show Dog-Universal Music recording artists Trailer Choir performed the national anthem, and Sergeant Major John Jones of the Pennsylvania National Guard gave the command for drivers to start their engines.

During the pace laps, Bowyer, Sadler and Tony Raines all had to move to the rear of the grid because of them changing their engines.

[22] NASCAR announced that a competition caution would take place on lap 25 to allow teams to check tire wear as a result of rain falling on the circuit overnight that removed most of the rubber laid down,[23] meaning drivers would make mandatory pit stops.

Bowyer, who began the race at the rear of the grid, had moved up thirteen positions to twenty-ninth by lap 15.

[25] On the following lap,[28] the red flag was shown to allow race officials to clear the track of debris.

Three laps later, Jeff Gordon claimed fifth position off Kahne, while Menard was passed by Johnson for eighth.

On lap 63, Montoya moved into the third position after passing Biffle, while Gilliland went to his garage to retire from the race.

[22] One lap later, the right-front tire on Michael Waltrip's car failed and he collided with the two barrier, causing the third caution.

By the 150th lap, Kyle Busch dropped three positions to sixth after being passed by Martin, Kahne and Jeff Gordon.

During the caution, which was caused by David Stremme making contact with the wall at turn four, all of the leaders made pit stops.

[22] On lap 342,[1] the eighth caution came out when Regan Smith spun off the fourth turn,[24] collecting Stremme, Truex and Sadler.

"[33] Hamlin had struggled with a poor-handling vehicle and expressed his team's disappointment with his result due to the lack of speed in his car, saying; "We definitely came out here thinking we could win the race just like any other weekend, but as soon as the green flag fell, I knew we were in trouble.

Johnson, who won the race, stood in second, ten points behind Martin, and sixty-five ahead of Montoya.

Stewart with fifth, Hamlin sixth, and Newman, Jeff Gordon, Biffle and Vickers followed in the top-ten positions.

The final two positions available in the Chase for the Sprint Cup were occupied by Edwards in eleventh and Kahne in twelfth.