BALTIMORE (WDRB) – The wise guys said the Preakness was a two-horse race – and that’s precisely the way it unfolded for three-quarters of a mile Saturday at Pimlico Race Course.

There was Always Dreaming, briskly moved into the lead by jockey John Velasquez. Two weeks ago the jockey guided his colt to a Kentucky Derby win by staking a similar spot near the rail.

Was he traveling that path again? Looked like it.

Julien Leparoux rode Classic Empire. He knew what Velasquez was trying to do, win the Preakness by setting solid, but not overpowering, fractions. So he placed his colt just outside the favorite, stalking him for more than three-quarters of a mile.

Was he in position to stop the Derby winner? Looked like it.

Nothing stirs excitement in racing more than an epic stretch drive. The Pimlico crowd, optimistically announced at a record 140,327, inhaled, eager to watch the top two 3-year-olds battle again. Always Dreaming vs. Classic Empire, about to run one-two or two-one.

Better check your program.

Who’s this No. 2 horse? He ran like No. 1.

Crackling down the stretch for jockey Javier Castellano, Cloud Computing overtook fading Always Dreaming and then Classic Empire to win the Preakness by a head. The winner covered the mile and three-sixteenths in 1:55.98, paying $28.80, $8.60 and $6 as the sixth-betting choice in the 10-horse field.

“It’s just unbelievable,” said Chad Brown, the winning trainer..

The Derby winner faded about as badly as a Derby winner can fade, sliding back to eighth. He beat two forgettable horses, finishing more than 14 lengths behind the winner. The last time a Derby winner finished as poorly as eighth in the Preakness was 2010. That horse was Super Saver. His trainer was Always Dreaming’s trainer, Todd Pletcher.

"That's kind of what we anticipated Classic Empire would do, take it to us," said Pletcher, who looked as surprised as anybody by the way Always Dreaming ran. "He just didn't have that reserve today."

There’s more. It was the fourth-worst Preakness performance by a Derby winner ever.

"I knew I was in trouble on the backstretch when the other horse got to him, almost head to head and engaged him," said jockey John Velasquez, who thought he could win his first Preakness aboard the Derby winner. "I knew I didn't have it. That's horse racing. He didn't have it."

Classic Empire overtook Always Dreaming at the top of the stretch. His trainer Mark Casse thought he was a winner – until he saw Cloud Computing coming down the middle of the track.

Cloud Computing is an intriguing story. The colt skipped the Derby. He did not race at two. The Preakness was merely his fourth start and his first win since a $6,000 maiden race at Aqueduct Feb. 11.

It was the first Triple Crown win for Brown, who won the Eclipse Award for trainers last year. It was the second Triple Crown victory for Castellano. His first came in 2006 with Bernadini, the last colt to win the Preakness after not racing at two.

“We analyzed the race,” Castellano said. “We handicapped the race. We had a lot of talks. So we put it together.”

It was also the first Triple Crown win for Seth Klarman, the colt’s majority owner. Klarman grew up three blocks from the track. He confessed that one of the first puzzles he tried to solve as a teenager was handicapping races.

Klarman moved to bigger things. He founded Baupost, a Boston-based hedge fund. For the last 25 years Klarman has averaged purchasing 50-to-60 yearlings a year. That does not stretch his budget. Forbes magazine once ranked him as the 38th richest American, estimating his wealth at $1.2 billion.

“In my regular life I’m a long-term value investor,” Klarman said. “So we make patient long-term investments on behalf of our clients.

“This is gambling. This is a risky undertaking. This is not at all like what I do in the rest of my life, but it does provide one of the highest levels of excitement that a person can have.”

Nice footnotes, all of them.

But in this Preakness, two other questions loomed:

What happened to the Kentucky Derby winner? And why didn’t Classic Empire finish the job?

Always Dreaming simply wasn’t good enough. The colt was finished after a mile. He had nothing. He ran like a horse who left his best race at Churchill Downs. Velasquez recognized that and relaxed when he was certain Always Dreaming was not going to finish in the top four. 

Pletcher said he was concerned when the field moved into the first turn and Classic Empire loomed outside his colt.

“We didn’t have an excuse,” Pletcher said. “We were in the position we expected to be and I think the turnaround was a little too quick. He ran so hard in the Derby and today just wasn’t his day.

“He didn’t seem to relish the track, but I don’t really think that was it. It was just that he put so much into the Derby that it wasn’t meant to be.”

Somebody asked Velasquez if the issue was the fractions – 23.16 for the first quarter, 46.81 for the half, 1:11.00 for three quarters. They weren’t much different from the Derby’s 22.70, 46.52 and 1:11.12. The jockey did not need to hear the numbers to wave away that excuse.

“Look at the horse that was next to me (Classic Empire),” he said. “He just got beat. I didn’t have it. That’s it. Not much to say.”

There was plenty for Casse to say. When his colt overtook Always Dreaming on the turn, he thought Classic Empire was a winner. Casse wasn’t the only one.

Cloud Computing did not get the memo.

Casse said that his pre-race instructions to Leparoux were to press Always Dreaming out of the starting gate. It helped the colt beat the Derby winner. It did not help him win the race.

“I said, ‘Let’s try to win this thing (by pressing Always Dreaming),’ “ Casse said. “It ended up getting us in the end. We were going to be in it.”

Now racing moves to Belmont in three weeks without the chance for a Triple Crown winner. In fact, neither Pletcher nor Casse nor Brown committed to running his horse in the final leg of the Triple Crown.

“We’ll savor the Derby victory,” Pletcher said.

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