Police are investigating the circumstances surrounding a serious crash which occurred in Altona North last night, Victoria Police say.
Officers have been told two men were working on a broken down Mustang in the emergency lane of the Princes Freeway between Williamstown Road and Millers Road about 9.50pm.
A silver Mercedes Benz SUV entered the emergency lane and slammed into the rear of the Mustang.
The Mustang crashed into the rear of a ute which was parked in front of it and pinned both men by their legs.
Emergency services were called to the scene and a 65-year-old Maribyrnong man and a 58-year-old Melton West man were taken to hospital with life threatening injuries.
The driver of the Mercedes, a 55-year-old Albanvale man, was also taken to hospital with minor injuries.
Anyone who witnessed the crash or with Dash Cam footage is asked to contact Crime Stoppers.
