AKRON, Ohio - Real life beat Hollywood to the finish line at the 73rd Annual All-American Soap Box Derby on Saturday.

With actor-director Corbin Bernsen filming the movie "Hill 25," based on the Soap Box Derby, 14-year-old Sean Brown rolled to victory in the Rally Super Stock Division in a way that no script writer ever imagined.

He won in the car that had been driven by his late sister Carol Anne. She was 18 when she committed suicide last year on Easter Sunday.

"I'm completely stunned," Brown said as he was mobbed by his family. "Coming to the finish line it was like, 'I think I'm ahead, I think I'm ahead ... but I wasn't sure.

"When they called my name, I didn't know what to think - except that this one was for Carol Anne."

Sean was in a field of 556 racers from around the United States and representing countries as far away as New Zealand who competed in hot, humid, windy conditions.

Brown's father Todd leaped into the air. His mother, Michelle, hugged daughter Erin, 17. They all had tears in their eyes.

And Carol Anne was with them. Her photo was attached to the inside of the car. Her name was on the outside, and Michelle Brown said the family sprinkled her ashed inside the car and at the starting line and finish line earlier this week.

"She was with us all the way," Michelle Brown said. "We sprinkled her ashes inside the car. Earlier this week, we came out to the course and put some of her ashes at the starting line and at the finish line.

"She always wanted to have an impact in life and now, I guess in a way, she has done it in death," Michelle Brown said.

The Spotsylvania, Va., family has established a website in honor of their late daughter, who had bipolar disorder. They passed out wristbands to fans to raise awareness of the disease.

For months, Bernsen has been hoping to raise interest and preserve this wheeled slice of Americana through his film.

"I never raced in the event but I've always been aware of it," Bernsen said during a brief break in filming on a sweltering day in which a 103-degree heat index sent fans seeking shade and youngsters line up at sno-cone stands.

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"You look around here and there are a lot of basic family values," Bernsen continued. "These are values I believe we need to maintain and hopefully this movie can help."

Bernsen may have to add to his original script, which is about the bonding of an 11-year-old racer whose military father is killed in Afghanistan. The youngster, played by award-winning 12-year-old actor Nathan Gamble, bonds with Bernsen's character, a former Derby champion whose life was changed when his firefighter son died in the Sept. 11 attacks in New York City.

Twelve-year-old Megan Gongaware, who was used as an extra in the movie earlier this week, won the Stock title - giving Akron its record 16th national champion.

Two other girls also won. Morgan Champagne, a 13-year-old from of Dover, N.H., claimed victory in the Masters Division and 13-year-old Tucker McClaran gave Salem, Ore., its seventh national champion by winning the Super Stock Division.

Two other boys joined Brown as rally champions. Michael Morawski, 15, of Guilderland, N.Y., who wrestles on his high school team, won the Rally Masters and 11-year-old Ricky Desens of Webster, N.Y. won Rally Stock.

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