LOUISVILLE, Ky. (WDRB) -- The 150th Kentucky Oaks is expected to be a muddy one for the horses on a day that's seen intermittent rain at Churchill Downs. But a massive crowd still packed the historic Louisville racetrack for its second-biggest day of the year. 

Scattered showers and thunderstorms were expected throughout the day with the temperatures topping out in the upper 70s. But a little rain didn't keep the 107,236 people away from Churchill Downs. Prepared to be there, regardless of the weather, were 107,236 people, the highest Oaks day attendance since 2018.

"Rain or shine, we're running," Churchill Downs spokesperson Darren Rogers said. 

The rain never truly intensified as the day wore on, leaving a soggy track that could be upgraded by the time the 150th Kentucky Oaks runs at 5:51 p.m. There were still plenty of puddles to step over and lots and lots of mud, which doesn't mix well with colorful Derby outfits. 

"I think we were worried — like, top to bottom — about what to wear for sure but," one racing fan said. "We're just going to go for it. Going to happen whether or not."

Larry and Nickie, who traveled to Louisville from Ann Arbor, Michigan, for their first Kentucky Oaks experience. They were prepared for the weather, with ponchos ready and their fancy hats wrapped in dry cleaning bags.

"It's not going to stop us from having fun," Nickie said.

So despite some last-minute outfit changes and shoe substitutions, people seemed to be enjoying their day at the track, including some folks from Wisconsin who were ready for anything. 

"We're well prepared," one person said. "We're from Wisconsin. Weather's nothing to put a damper on anything."

One woman, Janice from Florida, traveled a long way and wasn't going to let a little rain dampen her Derby weekend.

"It is a little disappointing since yesterday was so pretty, but hey, it is what it is," she said. "They say it rains almost every Derby, so just gotta go with it."

The Twin Spires were lit up pink Friday along with other decorations around the facility. Oaks day celebrates breast and ovarian cancer survivors with a parade on the racetrack. Kentucky Lt. Gov. Jacqueline Coleman, who underwent a double mastectomy last year, told WDRB News the women in the parade were "giving hope to so many who need it" and that "today becomes a little more meaningful to me than years before."

The day include a fashion contest and plenty of Oaks Lilies, the official drink of the day.

The culmination of all the pomp and circumstance was the Kentucky Oaks race, a test of best 3-year-old fillies. Thorpedo Anna, trained by Kenny McPeek, won the $1.5 million Grade 1 stakes race and was draped in the customary Garland of Lilies in the winner's circle afterward.

Country star Lana Scott performed the National Anthem for the Kentucky Oaks on at 5 p.m. Scott was a top eight finalist on Season 21 of NBC's The Voice and was chosen by Opry Entertainment as one of the "Top 10 Emerging Artists" in country music in 2023. 

The Kentucky Oaks Riders Up call was done by athlete Sonny Choi, a breakdancing star and the first American woman to qualify for breakdancing at the 2024 Paris Olympics, which will be the first Olympics to feature the sport.

More Kentucky Derby 150 Coverage: 

This story will be updated throughout the day. 

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