KlaravichStables and William H. Lawrence’s Cloud Computing tracked a hotly contested pace duel between Kentucky Derby (G1) winner Always Dreaming and Classic Empire into the far turn before launching a determined stretch run and pulling off a 12-1 upset in Saturday’s 142nd Preakness Stakes (G1) at Pimlico Race Course.

The lightly raced colt, who had won only one of three previous starts, edged Classic Empire, the 2016 juvenile male champion and 2-1 second betting choice, by a head while awarding trainer Chad Brown with his first success in a Triple Crown event.

“I was thinking about this in the winner’s circle. I’ve always praised my mentor [the late Hall of Famer] Bobby Frankel, who taught me so much. And it just seems like he’s won every race but the Derby and Preakness, really. This is the only race that eluded him in his unbelievable career,” said Brown, who served as a longtime assistant to Frankel before going out on his own. “I feel this is for him, at least from my viewpoint. And without his mentorship, I certainly wouldn’t be here.”

The 142nd Preakness produced all-time records in both handle and attendance. The total handle for the 14-race program that included eight stakes, four graded, was $97,168,658, a three-percent increase over last year’s betting total of $94,127,434.

A crowd of 140,327 eclipsed the 2016 attendance of 135,256. Grammy and Billboard Award-winning electronic music artist Zedd joined country music superstar Sam Hunt, Good Charlotte, LOCASH and High Valley to entertain the record crowd while taking part in InfieldFest.

Cloud Computing, who finished third in the Wood Memorial (G2) and Gotham Stakes (G3) after breaking his maiden in his Feb. 11 debut, is the first horse to win the Preakness after bypassing the Kentucky Derby since Bernardini gave jockey Javier Castellano his first victory in the 1 3/16-mile Classic in 2006. The Brown trainee gave Castellano his second victory in the Maryland Jockey Club’s signature event.

Always Dreaming, the 6-5 favorite who had registered a 2 ¾-length triumph in the Kentucky Derby at Churchill Downs May 6, gave way on the turn into the homestretch and finished eighth under John Velazquez.

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

Always Dreaming set the pace in front of the grandstand, around the first turn and along the backstretch, pressed on his outside by Classic Empire during fractions of 23.16 seconds, 46.81 and 1:11 for the first six furlongs. Meanwhile, Cloud Computing rated nicely behind the dueling pace horses while saving ground before being eased to the outside on the turn into the homestretch as Always Dreaming began to give way. Classic Empire opened a three-length lead at the top of the stretch under Julien Leparoux, but Cloud Computing gained steadily before edging to a slight lead approaching the wire.

Cloud Computing ran 1 3/16 miles in 1:55.98 over a fast racetrack that started Saturday’s program as muddy.

Post-Race Reflections

Brown and his crew welcomed Cloud Computing back to Belmont Park Sunday morning, some 15 hours after the colt’s dramatic victory in the 142nd Preakness Stakes (G1) at Pimlico Race Course.

“It has sunk in,” Brown said. “We’re thrilled with the result. The horse looks well and our team here is just so happy with the race yesterday.”

Riding the colt for the first time, Javier Castellano sent Cloud Computing after Classic Empire at the top of the stretch, gradually sliced into the three-length lead, caught him near the wire and won by a head before a record crowd of 140,327. He paid $28.80.

“We got a beautiful, beautiful trip in the Preakness and the horse really responded,” Brown said.

The Belmont Stakes (G1) on June 10 remains a possibility for Cloud Computing, who did not race as a 2-year-old.

“We haven’t ruled it out,” Brown said. “We’re just going to evaluate the horse this week and probably by next weekend we may have a decision.”

Although Cloud Computing had enough qualifying points to run in the May 6 Kentucky Derby (G1), Brown and the owners decided to skip the race with the lightly raced son of Maclean’s Music and focus on the Preakness. Brown said the colt flourished given two more weeks of training after his third-place finish in the Wood Memorial (G2) on April 8.

“We were confident in the horse,” Brown said.

As he did in the post-race press conference, Brown described the Preakness win as a team effort.

“It’s really gratifying, for all the hard work everyone puts in here at the barn and to be able to do it for clients like Seth Klarman and Bill Lawrence, who are so loyal, so supportive and so patient,” Brown said. “To be able to reward them for their confidence in us is probably the most gratifying thing about the whole experience for me personally. They do trust us with a lot of horses, a lot of money invested in our stable and a lot of time spent dealing with good news and bad news. It’s great to be able to give back to them, especially to Seth, who is from Baltimore. Everything aligned perfectly yesterday.”

ALWAYS DREAMING – A new day provided no new answers for trainer Todd Pletcher following Kentucky Derby winner Always Dreaming’s disappointing eighth-place finish in the Preakness that snapped his four-race win streak.

After checking on his star colt shortly after 6 a.m. Sunday, Pletcher was pleased with the way Always Dreaming came out of the race. He was vanned back to the trainer’s Belmont Park base to await the next step.

“When I spoke to the ownership after the race yesterday, we all decided that we wouldn’t make any decisions until we got him home and evaluated how he’s doing. I don’t think it’s a good idea to make those types of decisions right after a race. We’ll process it for a little while,” he said. “He looks good, bright, alert, sound, healthy, happy. We’ll head to Belmont and regroup.”

Always Dreaming, with Hall of Fame rider John Velazquez aboard, was hooked in a hotly contested pace duel with Classic Empire from the start, rolling through a quarter-mile in 23.16 seconds, a half in 46.81 and six furlongs in 1:11 before giving way on the turn into the homestretch and wound up beaten 14 lengths.

It was the first loss from five starts this year that also included a victory in the Florida Derby (G1), and it was the first time he had finished worse than third in seven career tries.

“Johnny, talking to him a little more, he felt like he was even concerned sooner than [the far turn]. Down the backside, he just felt like he wasn’t taking him there the same way he had taken him there in the Kentucky Derby and the Florida Derby and the other two races that he’d ridden him in,” Pletcher said. “Other than that, I don’t have a good explanation.

“He came back healthy, looks good. I thought he behaved himself well in the paddock and on the turf course. He seemed composed going to the gate,” he added. “The surface, I hate to use that as an excuse because he’s run well over all kinds of different surfaces, although this one was a little bit different because it was in that kind of drying-out phase. It just wasn’t his day, I suppose, is the best I can come up with.”

Velazquez and Always Dreaming brushed the side of the starting gate at the break, forcing the jockey to have to readjust his right stirrup with Classic Empire on their hip, causing immediate concern for Pletcher.

“I didn’t love the way he broke. He broke kind of awkwardly and hit the gate a little bit. Johnny lost his iron for a second because he brushed the side of the gate and he had to adjust his stirrup a couple times. He said in spite of that, when he was reaching down to grab his stirrup the horse was taking him to where he wanted to be,” he said. “Coming by the wire the first time I was a little bit concerned. You could see Classic Empire was right on him and [Always Dreaming] wasn’t maybe taking a firm hold of Johnny.”

Always Dreaming came to Pimlico three days following his Kentucky Derby victory and adjusted well to the quieter surroundings leading up to the Preakness, looking strong and energetic yet composed in his training, further mystifying his connections by Saturday’s performance.

“Like I kind of cautioned everyone during the week, sometimes you don’t know those things until the quarter pole, but everything that we had seen, we were happy with,” Pletcher said. “It seemed like he settled in well, he was aggressive but not so rank or as tough as he was some mornings at Churchill. He was still on it enough that we felt confident that the energy level was good. I kind of process through it and say, ‘What would I have done differently if I could?’ I don’t know if there’s anything I could have changed.”

CLASSIC EMPIRE – Trainer Mark Casse said Classic Empire, who lost the Preakness by a head to the oncoming Cloud Computing after putting the early pressure on Kentucky Derby winner Always Dreaming, will run in the Belmont Stakes unless a reason develops not to go in the Triple Crown finale. But first, he was scheduled to van back to Churchill Downs Sunday evening.

“Two things in my opinion: One, I read where someone said the two weeks (between races) got him beat. Baloney,” Casse said while he was holding Classic Empire on the shank outside the Preakness Stakes barn. “And he was a better horse yesterday than he was two weeks ago for the Kentucky Derby. Julien rode him perfect. The only thing, if Always Dreaming had carried him a little farther, I think he probably wins. But he didn’t, and so we go on. He tried to re-engage. That horse had some momentum on him; he ran a great race, too.”

Casse said the stable “will be looking for the same thing we always look for,” as far as making sure the Belmont is the right decision. “The good news is both eyes are open this morning, which I knew was going to be the case because he didn’t get all the dirt in the Preakness,” he said with a laugh, referring to Classic Empire’s eye being swollen shut the morning after the Kentucky Derby.

Casse watched the Preakness on an infield video board while standing on the turf course. He began urging Classic Empire on through the stretch with wide arm motions and a few leaps interspersed.

“We came over, we were ready. He ran his race. We had a fair shot,” Casse said. “We just got beat. I didn’t even know who was coming; I really didn’t care who was coming. I just knew somebody was coming.”

SENIOR INVESTMENT – Fern Circle Stables’ Senior Investment came out of his third-place Preakness finish in good condition, reported trainer Kenny McPeek Sunday morning.

“He’s great this morning,” said McPeek, who scheduled a 7:30 Sunday morning van ride to Belmont Park for the son of Discreetly Mine. “Our plan is to run (in the Belmont Stakes).”

LOOKIN AT LEE, HENCE – Lookin At Lee, who followed up a runner-up finish in the Kentucky Derby with a fourth in the Preakness, was to van to trainer Steve Asmussen’s Belmont Park division Sunday morning to prepare for the Belmont Stakes. Hence, who finished ninth, was to return to Churchill Downs with no particular race in mind.

Asmussen said both colts came out of the Preakness in good order. Asmussen won last year’s Belmont with another deep closer in Creator.

Asmussen sees the Belmont as wide open. “There’s nobody overcoming anything,” he said. “It’s just how it works out, and circumstances of the day that’s sorting them out. I watched the replay repeatedly last night. You loved the position the winner was in the way things played. Classic Empire ran a solid race again. He’ll probably be the favorite going forward, and he’s got a second and a fourth in two Triple Crown races — just like Lookin At Lee has.”

Asmussen said that when he saw Javier Castellano, aboard victorious Cloud Computing, look behind at the three-eighths pole to see what might be coming “you knew he had options. That was the moment when the race changed. Always Dreaming had come off the bit and Javier is looking back with horses in front of him. They usually feel pretty confident (when they do that) they got them.”

With Lookin At Lee, he said, “You don’t get a tremendous amount of variable. What you get is circumstances, the things that are out of his control: the track condition and pace scenario. He’s just a horse who always does what he can do, and we’re proud of him for that. But with a horse that is as pace-dependent as he is, there are a lot of things that are out of his hands.”

Asmussen trained Maclean’s Music, who in Cloud Computing now has a classic winner in his first crop. That also happened with the Asmussen-trained Curlin, who in his first crop produced Belmont winner Palace Malice. But while Curlin was a two-time Horse of the Year and the winner of the 2007 Preakness and Breeders’ Cup Classic (G1), Maclean’s Music ran only one time, winning by 7 1/4 lengths while producing a Beyer Speed Figure of 114, the highest ever for a first-time starter.

“They’re both beautiful horses,” Asmussen said of Maclean’s Music and his Preakness-winning son. “He makes a great presence. He is a horse that I’ve watched because he is by Maclean’s Music. He has a really attractive way of going. It’s a super deal for Maclean’s Music’s first crop to have a classic winner.”

The Belmont would be the sixth time that Classic Empire and Lookin At Lee ran against each other. Only in the Derby did Lookin At Lee finish in front of Classic Empire, who defeated Lee in winning last year’s Breeders’ Futurity (G1) and Breeders’ Cup Juvenile (G1) and this year’s Arkansas Derby (G1). Asmussen doesn’t think it’s coincidence that they also might be the only horses to contest each Triple Crown race.

“My opinion is that those are horses with established 2-year-old form,” he said. “That these races don’t necessarily adjust who they are as much as lighter-raced horses. You’re looking at horses that traveled at 2, ran at as high a level as we have, so you’re not surprised. And they’ve been able to maintain themselves physically. That puts them in a different position than horses who have not consistently run on that stage. The credit goes to these horses.”

GUNNEVERA – Peacock Racing Stables’ Gunnevera exited his fifth-place finish in Saturday’s Preakness in good order.

“He came out of it very good,” said trainer Antonio Sano’s son, Alessandro.

The Fountain of Youth (G2) winner is scheduled to be vanned to Sano’s Gulfstream Park West stable Sunday evening.

“We’ll bring him back to Florida and give him some rest,” Alessandro Sano said. “We’ll look at some of the 3-year-old races later in the summer.”

MULTIPLIER – Gary Barber, Wachtel Stable and George J. Kerr’s Multiplier was vanned back to Keeneland following his sixth-place finish in the Preakness but trainer Brendan Walsh hinted that the door may be open for a possible return to the Triple Crown wars in the upcoming Belmont Stakes.

“I thought he finished up really well,” Walsh said. “He seems fine, but it just looked like he needed more ground. There’s a race for that down the road (Belmont Stakes). We’ll regroup and see what the owners want to do. I wasn’t disappointed in him.”

The son of The Factor broke from the demanding inside post in the field of 10 and was hard-pressed to get off the rail most of the way. Jockey Joel Rosario finally got the Illinois Derby (G3) winner free heading for home and he finished sixth, only about a half-length behind third-place finisher Senior Investment.

The Preakness was only the fifth career start for Multiplier and the first time off the board for the colt who was purchased privately after his Illinois Derby victory.

CONQUEST MO MONEY – Judge Lanier Racing’s Conquest Mo Money is being considered for the Belmont following his seventh-place finish under Jorge Carreno in the Preakness.

Trainer Miguel Hernandez said the New York-bred colt came out of the race well and was to be shipped to the barn of trainer Tres Abbott at the Fair Hill Training Center in Elkton, Md. Sunday afternoon. Hernandez, who has two dozen horses at Prairie Meadows in Altoona, Iowa, will remain the trainer of Conquest Mo Money.

The son of Uncle Mo was expected to show speed and perhaps press the pace, but he got away from the gate very slowly, ninth of 10, from his outside post position and never was a factor in the race.

“I’m a little disappointed,” Hernandez said. “He broke slow and I think he needs to be close, third or fourth at the most. He was way behind and out of the picture. The rider said the horse wasn’t ready for the break. When that happened and he was so far back, I don’t think he tried like he used to.”

TERM OF ART – Calumet Farm’s California-based Term of Art, who faded from contention midway in the backstretch to finish 10th in the Preakness, left his corner stall at Pimlico around 6 a.m. to begin a cross-country journey to Southern California. Trainer Doug O’Neill said there were no plans for the son of Tiznow.

“I don’t know. I’ll have to discuss it with Calumet,” O’Neill said.

Term of Art was running fourth heading toward the midpoint of the Preakness, but he stopped abruptly and tumbled to the back of the pack and remained there. He went off at odds of more than 46-1, longest in the field.

“He’ll be scoped to make sure no issues are going on and play it by ear,” said O’Neill, who won the Preakness in 2012 with I’ll Have Another.