The crowd ebbs and flows around Barn 33 at Churchill Downs—curiosity seekers, racing pundits, and members of the media mixed in. Women in flowered hats stand beside credential-laden videographers. Photographers angle for a shot between shoulders. Little kids wonder what the fuss is about… all this for the horses.

Bunched in friendly clusters, people speak in murmurs, killing time before the big moment. Then American Pharoahand Dortmund step out, bringing coversation to a halt. This is what everyone has been waititing for.

Bystanders line the path all the way down to the racetrack to catch a glimpse of this year’s top contenders for the Kentucky Derby Presented by Yum! Brands (gr. I). Shutters click. Cell phone cameras are lifted high. Security guards holler to keep random wanderers from crossing in front of the runners, who make their way through the throng with surprising composure. They are the stars of this show, and they act like it.

As 5-2 favorite American Pharoah and 3-1 second choiceDortmund head off for their morning gallops, Hall of Fame trainer Bob Baffert strides ahead of them. Everywhere he goes, well-wishers follow, reporters trail, and cameramen chase. Baffert hasn’t won the Derby in 13 years, but he’s sent out 24 starters in the 1 1/4-mile test, and the drill is familiar. Once his horses have completed their circuits and walk off the track, he follows them back and the scrum swells behind him into place outside the barn until late morning. If this is the Derby circus, Baffert is the main attraction.

“Bob’s dealt with that for years, so he’s fine,” trainer John Terranova Jr. says, happy to keep his distance from the chaos that swirls around his fellow conditioner. El Kabeir is stabled at the other end of Baffert’s barn, a longshot Terranova will saddle in the hopes of taking down the giants. 

“He’s good with that,” Terranova adds. “And I think the horses have to be used to all this anyway, when they get to this level and this stage. If anything, it’s a good schooling—a good test.” 

When American Pharoah missed the Sentient Jet Breeders’ Cup Juvenile (gr. I) last November with a foot issue, following victories in the FrontRunner Stakes (gr. I) and a maiden-breaking score in the Del Mar Futurity (gr. I), the now-sidelined Texas Red and eventual Toyota Blue Grass (gr. I) winner Carpe Diem took over headlines with their 1-2 finish. But the Pioneerof the Nile   colt came soaring back late this season for Zayat Stables. The brilliant homebred galloped to a 6 1/4-length Rebel Stakes (gr. II) victory March 14 in the slop at Oaklawn Park—with a sprung shoe, no less—and followed April 11, with an eight-length romp in the Arkansas Derby (gr. I).

ANGST: American Pharoah Forges Way to Zayat’s Heart

Ears pricked, gobbling up ground with a fluid stride, American Pharoah has won his past four races by a combined margin of 22 1/4 lengths, despite racing and training with a plate covering some of the sole of his left front foot. His rider, Victor Espinoza, has been aboard for each of those victories and seeks his third score in the Run for the Roses after completing Baffert’s trio of Derby wins on War Emblem in 2002, then making a resurgence last year aboard California Chrome.

“Sitting on him, it’s like you are sitting in a jet,” Espinoza says of American Pharoah, who will leave post 18 on the first Saturday in May. “The first time I rode him, I knew he was special.”

“Victor knows the horse pretty well, he has a lot of confidence, and he’s been here to the big dance,” Baffert remarks, standing outside that popular barn two days before Derby. 

BOSSERT: Espinoza Riding High into Derby

But what of Martin Garcia, the younger rider whose less-glamorous career has seen him pay plenty of dues to land on better horses in Baffert’s barn? Garcia rides Dortmund from post 8 and the two have been unbeaten in six starts together, including two fierce duels over eventual 14 1/4-length Sunland Derby (gr. III) winner Firing Line, and with a 4 1/4-length Santa Anita Derby (gr. I) victory earned last time out. The son of 2008 Kentucky Derby winner Big Brown   will be the first Derby starter for owner Kaleem Shah.

BALAN: Dortmund Unrelenting in Santa Anita Derby

“Martin… this is the first time he rides a horse that actually has a really good chance to win, so I’m sure he’ll be a little nervous,” Baffert says. “It’s going to be a good test for him to see what he does.

“You really can’t map out too much for them, because with 20 horses in there, it’s too confusing. But he’s going to have to ride his horse, he knows his horse, and he’ll put him in a nice spot. He’s happy with his horse, he likes his horse a lot… he hasn’t let him down yet. He knows what the horse likes, and that’s important.”

American Pharoah and Dortmund have never faced each other before, and now, in a field of 20 runners, they’ll both be asked to lay it all on the line.

“Dortmund—he’s been tested, he’s run hard,” Baffert says. “The other horse hasn’t been tested, but he floats—he moves really, really well. He’s very deceiving. He can be going fast and you don’t know he’s going that fast. Which one is better? We don’t know yet.” 

There are plenty of sideshows on the Churchill backstretch, with runners like Firing Line and Blue Grass runner-up Danzig Moonhauling their way through physically impressive gallops; UAE Derby (gr. II) winner Mubtaahij playing the X-factor, competing sans-Lasix after making an incredible journey from Dubai for South African trainer Mike de Kock; and lightly raced Besilu Stables Florida Derby (gr. I) winner Materiality looking to beat the Apollo curse, to become the first Derby winner in 133 years with no start as a 2-year-old under his girth. 

There’s hard-luck Florida Derby second Upstart and the horse who beat him via DQ in the Besilu Stables Fountain of Youth (gr. II),Itsaknockout, a colt who wears a blanket promoting the Mayweather-Pacquaio fight, which shares the Derby-day spotlight. There’s TwinSpires.com Wood Memorial (gr. I) winner Frosted and his second-place rival, the fierce Tencendur, and El Kabeir, the scrappy New York-based contender who finished third in that race and joins multiple graded stakes-placed Mr. Z from the barn of D. Wayne Lukas as the “other Zayat” runners.

HALL: Derby History—Right Silks, Wrong Horse

The crowds might follow them when Derby 141 is in the record books, when a longshot like Keen Ice or War Story or Ocho Ocho Ocho could join upsetters such as 2005 winner Giacomo   or 2009 victor Mine That Bird. Who knows? Perhaps turf stakes winner Bolo will find an affinity for the Churchill dirt or International Star will continue the success that saw him sweep the Louisiana Derby (gr. II) and other 3-year-old preps in New Orleans, or Far Right or Frammento will find the extra ground they’ve been pining for.    

NOVAK: KY Derby—Stanford Out, Frammento In

But for now, the spotlight is back on the King of California cool—like it was in 1998 with Indian Charlie and Derby winner Real Quiet, and in 2001 with winner Point Given and Congaree. And in shooting for the fourth Derby victory of his accomplished career, the white-haired former cowboy has a formidable 1-2 punch in North America’s biggest horse race. 

“I believe in fate,” he says. “I believe that something really good is about to happen… but it’s something we’re just going to have to wait and see.”