The total surpassed England's previous record 444 scored two years ago against Pakistan, also at Trent Bridge.
Hales eventually holed out for 147 on his Nottinghamshire home ground after opener Jonny Bairstow had made 139.
"They have the England Test captain Joe Root batting at four and Eoin Morgan, England's highest ever one-day scorer coming in at five, Jos Buttler who is as dynamic as anyone at the moment and Moeen Ali who is beating us with the bat and the ball - well maybe not so much the ball, but he gives them some depth".
England have taken an unassailable 3-0 lead in the five-match series and will now turn their attentions to a possible whitewash ahead of the remaining fixtures in Durham and Manchester. Only once in the history of List A cricket.
English batsmen smashed 21 sixes and 41 fours in becoming the first side to reach 450 in ODI history. The pitch is unlikely to allow the sort of free-scoring that England managed in Nottingham and the highest score in the Royal London One-Day Cup at the Riverside was 299.
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England have registered their biggest ever win in ODIs in terms of runs in the third ODI against Australia at Trent Bridge, Nottingham. Bairstow's dream run continued and he notched his sixth century in 69 balls.
Australia could only make 239 all out, lasting just 37 overs. Shane Warne took to Twitter and wrote: "Just woke up and saw the score in England".
England notched their 2nd consecutive ODI series win against the world champions.
It seemed inevitable England would reach 500 but Hales and Morgan went in successive balls late on as Richardson got some belated reward and the run rate finally dropped.
Australia, however, were gifted a wicket when Roy ran himself out going for a needless second run.
Moeen, who was dropped from the Test team after a hugely hard winter in Australia and New Zealand, has taken eight wickets in the first three games of the series, including three today. "Hope not. I am sure they are more skillful and better bowlers in one of most powerful nations in cricket". "Their top three are brutal". Suffice to say, all pretence of maintaining a balance between bat and ball disappears in such circumstances.